SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                                
                           FORM 10-KSB
                                
             Annual Report Under Section 13 or 15(d)
             Of The Securities Exchange Act Of 1934
                                
          For the Fiscal Year Ended:  December 31, 1998
                                
                Commission file number:  0-19838
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP
         (Name of Small Business Issuer in its Charter)

        State of Minnesota                41-1677062
(State or other Jurisdiction of     (I.R.S. Employer)
Incorporation or Organization)     Identification No.)

     1300 Minnesota World Trade Center, St. Paul, Minnesota 55101
            (Address of Principal Executive Offices)

                          (651) 227-7333
                   (Issuer's telephone number)

Securities registered pursuant to Section 12(b) of the Act:
                                 Name of each exchange on
     Title of each class             which registered
             None                          None

Securities registered pursuant to Section 12(g) of the Act:

                      Limited Partnership Units
                        (Title of class)
                                
Check  whether  the issuer (1) filed all reports required  to  be
filed  by Section 13 or 15(d) of the Securities Exchange  Act  of
1934  during the past 12 months (or for such shorter period  that
the  registrant was required to file such reports), and  (2)  has
been subject to such filing requirements for the past 90 days.

                      Yes   [X]        No

Check if disclosure of delinquent filers in response to Rule  405
of  Regulation  S-B  is  not  contained  in  this  Form,  and  no
disclosure  will  be contained, to the best of  the  registrant's
knowledge,   in   definitive  proxy  or  information   statements
incorporated by reference in Part III of this Form 10-KSB or  any
amendment to this Form 10-KSB.  [X]

The  Issuer's  revenues  for year ended December  31,  1998  were
$1,848,907.

As  of  February 28, 1999, there were 20,767.92 Units of  limited
partnership interest in the registrant outstanding and  owned  by
nonaffiliates  of  the registrant, which Units had  an  aggregate
market  value (based solely on the price at which they were  sold
since there is no ready market for such Units) of $20,767,920.

               DOCUMENTS INCORPORATED BY REFERENCE

 The registrant has not incorporated any documents by reference
                        into this report.
                                
         Transitional Small Business Disclosure Format:
                                
                        Yes            No   [X]

                             PART I

ITEM 1.   DESCRIPTION OF BUSINESS.

       AEI Net Lease Income & Growth Fund XIX Limited Partnership
(the  "Partnership" or the "Registrant") is a limited partnership
which  was  organized  pursuant to  the  laws  of  the  State  of
Minnesota on September 14, 1990.  The registrant is comprised  of
AEI  Fund Management XIX, Inc. (AFM) as Managing General Partner,
Robert  P.  Johnson  as  the  Individual  General  Partner,   and
purchasers  of  partnership  units  as  Limited  Partners.    The
Partnership  offered  for  sale  up  to  $30,000,000  of  limited
partnership interests (the "Units") (30,000 Units at  $1,000  per
Unit) pursuant to a registration statement effective February  5,
1991.  The Partnership commenced operations on May 31, 1991  when
minimum   subscriptions  of  1,500  Limited   Partnership   Units
($1,500,000)   were   accepted.    The   Partnership's   offering
terminated  February  5, 1993 when the extended  offering  period
expired.   The Partnership received subscriptions for  21,151.928
Limited Partnership Units ($21,151,928).

        The  Partnership  was organized to acquire  existing  and
newly  constructed commercial properties located  in  the  United
States,  to  lease  such properties to tenants under  triple  net
leases,  to  hold  such  properties and to eventually  sell  such
properties.    From   subscription  proceeds,   the   Partnership
purchased  nineteen  properties, including partial  interests  in
four  properties,  totaling  $16,994,880.   The  balance  of  the
subscription proceeds was applied to organization and syndication
costs,   working   capital  reserves  and  distributions,   which
represented  a  return  of  capital.   The  properties  are   all
commercial,  single  tenant buildings  leased  under  triple  net
leases.

         The   Partnership's  properties  were   purchased   with
subscription proceeds without any indebtedness.  The  Partnership
will not finance properties in the future to obtain proceeds  for
new  property  acquisitions.  If it is required  to  do  so,  the
Partnership  may  incur  short-term indebtedness,  which  may  be
secured  by a portion of the Partnership's properties, to finance
the   day-to-day  cash  flow  requirements  of  the   Partnership
(including cash flow necessary to repurchase Units).  The  amount
of borrowings that may be secured by the Partnership's properties
is  limited in the aggregate to 20% of the purchase price of  all
Partnership   properties.   The  Partnership   will   not   incur
borrowings prior to application of the proceeds from sale of  the
Units,  will not incur borrowings to pay distributions, and  will
not   incur   borrowings  while  there  is  cash  available   for
distributions.

       The Partnership will hold its properties until the General
Partners  determine  that the sale or other  disposition  of  the
properties   is   advantageous  in  view  of  the   Partnership's
investment  objectives.  In deciding whether to sell  properties,
the  General  Partners will consider factors  such  as  potential
appreciation,  net  cash flow and income tax considerations.   In
addition,  certain  lessees may be granted  options  to  purchase
properties  after  a  specified portion of  the  lease  term  has
elapsed.   The  Partnership expects to sell some or  all  of  its
properties  prior to its final liquidation and  to  reinvest  the
proceeds   from   such  sales  in  additional  properties.    The
Partnership reserves the right, at the discretion of the  General
Partners,  to  either  distribute  proceeds  from  the  sale   of
properties  to  the  Partners or to  reinvest  such  proceeds  in
additional  properties,  provided that  sufficient  proceeds  are
distributed  to  the Limited Partners to pay  federal  and  state
income  taxes related to any taxable gain recognized as a  result
of  the  sale.   It  is  anticipated that  the  Partnership  will
commence liquidation through the sale of its remaining properties
within twelve years after acquisition, although final liquidation
may  be  delayed  by a number of circumstances, including  market
conditions and seller financing of properties.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

Leases

       Although there are variations in the specific terms of the
leases,  the following is a summary of the general terms  of  the
Partnership's  leases.   The properties  are  leased  to  various
tenants  under  triple  net  leases,  which  are  classified   as
operating  leases.   Under  a triple net  lease,  the  lessee  is
responsible  for  all real estate taxes, insurance,  maintenance,
repairs  and  operating expenses for the property.   The  initial
lease terms are for 15 to 20 years.  The leases provide for  base
annual  rental  payments,  payable in monthly  installments,  and
contain  rent  clauses which entitle the Partnership  to  receive
additional rent in future years based on stated rent increases or
if  gross  receipts  for  the property exceed  certain  specified
amounts, among other conditions.

        The leases provide the lessees with two to five five-year
renewal options subject to the same terms and conditions  as  the
initial  lease.   Certain lessees have been  granted  options  to
purchase  the  property.  Depending on the  lease,  the  purchase
price is either determined by a formula, or is the greater of the
fair  market value of the property or the amount determined by  a
formula.  In all cases, if the option were to be exercised by the
lessee,  the  purchase price would be greater than  the  original
cost of the property.

        Through  December 31, 1996, the Partnership sold 98.8946%
of  the  Applebee's restaurant in Crestview Hills,  Kentucky,  in
nine  separate  transactions  to unrelated  third  parties.   The
Partnership received total net sale proceeds of $1,627,539  which
resulted  in  a total net gain of $436,533.  The total  cost  and
related  accumulated  depreciation  of  the  interests  sold  was
$1,256,017  and  $65,011,  respectively.   For  the  year   ended
December 31, 1996, the net gain was $162,457.

        Through  December 31, 1997, the Partnership sold 90.9037%
of the Applebee's restaurant in Temple Terrace, Florida, in seven
separate   transactions   to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $1,296,015  which
resulted  in  a total net gain of $369,433.  The total  cost  and
related  accumulated  depreciation  of  the  interests  sold  was
$961,992 and $35,410, respectively.  For the years ended December
31,  1997  and  1996,  the  net gain was  $61,611  and  $102,408,
respectively.

       On April 5, 1996, the Partnership sold a 12.7585% interest
in  the  HomeTown  Buffet restaurant in  Tucson,  Arizona  to  an
unrelated  third  party.   The  Partnership  received  net   sale
proceeds  of  $201,357 which resulted in a net gain  of  $44,259.
The  total  cost  and  related accumulated  depreciation  of  the
interest sold was $164,251 and $7,153, respectively.

        On November 6, 1996, the Partnership sold the Taco Cabana
restaurant in Round Rock, Texas to an unrelated third party.  The
Partnership  recognized  net  sale proceeds  of  $963,049,  which
resulted  in a net gain of $262,803.  The total cost and  related
accumulated  depreciation was $749,710 and $49,464, respectively.
As  part  of  the net sale proceeds, the Partnership  received  a
Promissory Note for $660,000.  The Note bears interest  at  a  9%
rate.    On   March  27,  1997,  the  Partnership  received   the
outstanding principal and accrued interest on the Note.

        On  March  28, 1996, the Partnership purchased  a  40.75%
interest  in  a  Garden Ridge retail store  in  Pineville,  North
Carolina for $3,615,378.  The property is leased to Garden  Ridge
L.P. under a Lease Agreement with a primary term of 20 years  and
annual  rental payments of $383,973.  The remaining  interest  in
the  property was purchased by AEI Net Lease Income & Growth Fund
XX  Limited Partnership and AEI Income & Growth Fund XXI  Limited
Partnership, affiliates of the Partnership.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        On  December 18, 1997, the Partnership purchased a  Party
City  retail  store in Gainesville, Georgia for $1,435,309.   The
property is leased to Party City of Atlanta, Inc. under  a  Lease
Agreement  with  a  primary term of 15 years  and  annual  rental
payments of $150,752.

        On  December 23, 1997, the Partnership purchased a 23.95%
interest in a parcel of land in Troy, Michigan for $361,889.  The
land  is leased to Champps Entertainment, Inc. (Champps) under  a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $25,332.  Effective June 20, 1998, the annual  rent
was  increased to $37,998.  Simultaneously with the  purchase  of
the  land,  the Partnership entered into a Development  Financing
Agreement  under which the Partnership advanced funds to  Champps
for  the  construction of a Champps Americana restaurant  on  the
site.   Initially,  the  Partnership  charged  interest  on   the
advances  at a rate of 7%.  Effective June 20, 1998, the interest
rate  was  increased to 10.5%.  On September 3, 1998,  after  the
development  was completed, the Lease Agreement  was  amended  to
require  annual  rental payments of $122,605.  The  Partnership's
share  of the total acquisition costs, including the cost of  the
land,  was  $1,181,185.  The remaining interests in the  property
are  owned  by  AEI Real Estate Fund XV Limited Partnership,  AEI
Real  Estate  Fund XVII Limited Partnership and AEI  Real  Estate
Fund XVIII Limited Partnership, affiliates of the Partnership.

         In  January,  1998,  the  Partnership  entered  into  an
Agreement  to purchase a 40% interest in a Tumbleweed  restaurant
in  Chillicothe,  Ohio.   On  April  13,  1998,  the  Partnership
purchased its share of the land for $192,813.  The land is leased
to  Tumbleweed, Inc. (TWI) under a Lease Agreement with a primary
term   of  15  years  and  annual  rental  payments  of  $16,389.
Effective  August  10,  1998, the annual rent  was  increased  to
$19,763.   Simultaneously  with the purchase  of  the  land,  the
Partnership entered into a Development Financing Agreement  under
which  the Partnership advanced funds to TWI for the construction
of   a  Tumbleweed  restaurant  on  the  site.   Initially,   the
Partnership charged interest on the advances at a rate  of  8.5%.
Effective  August  10, 1998, the interest rate was  increased  to
10.25%.   On  November  20,  1998,  after  the  development   was
completed,  the  Lease Agreement was amended  to  require  annual
rental payments of $50,946.  The Partnership's share of the total
acquisition  costs, including the cost of the land was  $505,225.
The  remaining  interests  in  the  property  are  owned  by  the
Individual General Partner and AEI Real Estate Fund XVIII Limited
Partnership.

        Pursuant to the Partnership Agreement, Net Sale  Proceeds
may  be  reinvested in additional properties until  a  date  five
years  after  the  date  on which the offer  and  sale  of  Units
terminated.   This  period  expired  on  February  5,  1998.   In
October, 1998, the Managing General Partner solicited by  mail  a
proxy   statement  to  propose  an  Amendment  to   the   Limited
Partnership  Agreement  that  would  allow  the  Partnership   to
reinvest   the  majority  of  net  sale  proceeds  in  additional
properties.  The Amendment passed with a majority of Units voting
in favor of the Amendment.

        On  December 28, 1998, the Partnership purchased a  60.0%
interest  in  a  Tumbleweed  restaurant  in  Columbus,  Ohio  for
$823,496.   The property is leased to TWI under a Lease Agreement
with  a  primary term of 15 years and annual rental  payments  of
$83,102.  The remaining interest in the property is owned by  AEI
Real Estate Fund XVIII Limited Partnership.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        As  of  December 31, 1997, based on an analysis of market
conditions, it was determined the fair value of the Partnership's
interest  in  the  Media  Play  retail  store  was  approximately
$726,000.   In the fourth quarter of 1997, a charge to operations
for  real estate impairment of $595,100 was recognized, which  is
the  difference between the book value at December  31,  1997  of
$1,321,100  and  the  estimated market value  of  $726,000.   The
charge  was  recorded against the cost of the land, building  and
equipment.   Also, in the fourth quarter of 1997, the Partnership
recorded  a real estate impairment on the three Red Line  Burgers
of  $715,384, which equaled the net book value of the  properties
at  December 31, 1997.  The charge was recorded against the  cost
of  the  buildings  and equipment.  In addition,  in  the  second
quarter  of 1998, the Partnership elected to abandon one  of  the
properties  in order to avoid ongoing expenses.  In addition,  on
February  14,  1997,  the two Rally's properties  were  sold  for
$500,000, which resulted in a net gain of $16,092.

Major Tenants

        During  1998,  four  of  the Partnership's  lessees  each
contributed  more  than  ten percent of the  Partnership's  total
rental  revenue.  The major tenants in aggregate contributed  63%
of  the  Partnership's  total rental  revenue  in  1998.   It  is
anticipated  that, based on the minimum rental payments  required
under  the  leases, each major tenant will continue to contribute
more  than ten percent of the Partnership's total rental  revenue
in  1999  and future years.  In addition, four business concepts,
Taco  Cabana, Denny's and Applebee's restaurants and Garden Ridge
retail  store,  each accounted for more than ten percent  of  the
Partnership's   total  rental  revenue  during   1998.    It   is
anticipated that these business concepts will continue to account
for  more  than  ten  percent of the Partnership's  total  rental
revenue  in  1999 and future years.  Any failure of  these  major
tenants   or  business  concepts  could  materially  affect   the
Partnership's net income and cash distributions.

Competition

        The  Partnership is a minor factor in the commercial real
estate  business.   There are numerous entities  engaged  in  the
commercial  real  estate  business which have  greater  financial
resources  than  the  Partnership.  At the time  the  Partnership
elects to dispose of its properties, the Partnership will  be  in
competition  with other persons and entities to find  buyers  for
its properties.

Employees

        The  Partnership  has  no direct  employees.   Management
services   are  performed  for  the  Partnership  by   AEI   Fund
Management, Inc., an affiliate of AFM.

Year 2000 Compliance

       The Year 2000 issue is the result of computer systems that
use  two  digits rather than four to define the applicable  year,
which  may prevent such systems from accurately processing  dates
ending  in  the  Year  2000 and beyond.   This  could  result  in
computer  system failures or disruption of operations, including,
but not limited to, an inability to process transactions, to send
or  receive  electronic data, or to engage  in  routine  business
activities.

        AEI  Fund  Management, Inc. (AEI) performs all management
services  for  the  Partnership.   In  1998,  AEI  completed   an
assessment of its computer hardware and software systems and  has
replaced or upgraded certain computer hardware and software using
the  assistance  of  outside vendors.  AEI has  received  written
assurance  from  the equipment and software manufacturers  as  to
Year  2000  compliance.   The  costs associated  with  Year  2000
compliance have not been, and are not expected to be, material.

ITEM 1.   DESCRIPTION OF BUSINESS. (Continued)

        The  Partnership intends to monitor and communicate  with
tenants regarding Year 2000 compliance, although there can be  no
assurance  that the systems of the various tenants will  be  Year
2000 compliant.

ITEM 2.   DESCRIPTION OF PROPERTIES.

Investment Objectives

        The  Partnership's investment objectives were to  acquire
existing or newly-developed commercial properties throughout  the
United  States that offer the potential for (i) preservation  and
protection  of  the  Partnership's capital; (ii)  partially  tax-
deferred  cash distributions from operations which  may  increase
through  rent  participation clauses or mandated rent  increases;
and  (iii) long-term capital gains through appreciation in  value
of   the  Partnership's  properties  realized  upon  sale.    The
Partnership  does not have a policy, and there is no  limitation,
as  to the amount or percentage of assets that may be invested in
any  one  property.  However, to the extent possible, the General
Partners  attempt  to  diversify the type  and  location  of  the
Partnership's properties.

Description of Properties

        The  Partnership's properties are all commercial,  single
tenant  buildings.  The properties were acquired on  a  debt-free
basis  and are leased to various tenants under triple net leases,
which  are classified as operating leases.  The Partnership holds
an undivided fee simple interest in the properties.

        The  Partnership's properties are subject to the  general
competitive conditions incident to the ownership of single tenant
investment  real estate.  Since each property is leased  under  a
long-term   lease,   there  is  little  competition   until   the
Partnership  decides to sell the property.   At  this  time,  the
Partnership will be competing with other real estate  owners,  on
both a national and local level, in attempting to find buyers for
the   properties.   In  the  event  of  a  tenant  default,   the
Partnership would be competing with other real estate owners, who
have  property vacancies, to attract a new tenant  to  lease  the
property.   The Partnership's tenants operate in industries  that
are  very  competitive and can be affected  by  factors  such  as
changes  in regional or local economies, seasonality and  changes
in consumer preference.

        The  following table is a summary of the properties  that
the Partnership acquired and owned as of December 31, 1998.

<TABLE>
<CAPTION>

                                Total Property
                       Purchase  Acquisition                 Annual Lease   Annual Rent
Property                 Date      Costs         Lessee          Payment    Per Sq. Ft.
<S>                   <C>      <C>         <C>                <C>          <C>        

Taco Cabana Restaurant
 Houston, TX                                    Texas Taco
 (38.2362%)             7/31/91   $  547,322    Cabana L.P.     $   81,599   $ 57.38

Taco Cabana Restaurant                           Texas Taco
 San Antonio, TX        3/16/92   $1,147,274     Cabana L.P.    $  183,811   $ 67.58

Taco Cabana Restaurant
 Waco, TX                                        Texas Food
 (2.4058%)               5/1/92   $   19,720      Concepts      $    2,845   $ 42.81
 </TABLE>

ITEM 2.   DESCRIPTION OF PROPERTIES. (Continued)

<TABLE>
<CAPTION>

                                Total Property
                       Purchase  Acquisition                 Annual Lease   Annual Rent
Property                 Date      Costs         Lessee          Payment    Per Sq. Ft.
<S>                   <C>      <C>         <C>                <C>          <C>        

Applebee's Restaurant
 Aurora, CO                          RCI
 (3.3979%)             12/22/92   $   44,782     West, Inc.     $    6,263   $ 40.08

Red Line Burgers Restaurant
 Houston, TX            2/16/93   $  299,531         (1)

Red Line Burgers Restaurant                        Red Line
 Corpus Christi, TX      4/2/93   $  280,378     Burgers, Inc.  $   15,000   $ 25.86

Applebee's Restaurant                              Gourmet
 Crestwood, MO          4/14/93   $  803,418     Systems, Inc.  $  112,982   $ 22.52

Applebee's Restaurant
 Crestview Hills, KY                                Thomas
 (1.1054%)              6/15/93   $   14,039    and King, Inc.  $    1,966   $ 32.65

HomeTown Buffet Restaurant
 Tucson, AZ                                      Summit Family
 (47.4415%)             6/16/93   $  610,755  Restaurants, Inc. $   80,960   $ 17.73

Applebee's Restaurant                             Gulf Coast
 Covington, LA          6/23/93   $1,099,085  Restaurants, Inc. $  164,239   $ 29.99

Applebee's Restaurant
 Temple Terrace, FL                           Casual Restaurant
 (9.0963%)              10/1/93   $   96,262  Concepts II, Inc. $   14,352   $ 34.00

Applebee's Restaurant                                WCM
 Beaverton, OR          12/2/93   $1,760,079   Oregon, L.L.C.   $  237,681   $ 47.54

Denny's                                       Apple Investment
 Apple Valley, CA        5/2/94   $1,177,655     Group, Inc.    $  170,836   $ 32.95

Media Play Retail Store
 Apple Valley, MN
 (33.0%)               12/21/95   $1,389,367        (1)

Garden Ridge Retail Store
 Pineville, NC                                     Garden
 (40.75%)               3/28/96   $3,615,378      Ridge L.P.    $  383,973   $  6.65
                                  
Party City Retail Store                          Party City of
  Gainesville, GA      12/18/97   $1,435,309     Atlanta, Inc.  $  150,752   $ 14.32

Champps
 Americana Restaurant                               Champps
 Troy, MI                                        Entertainment,
 (23.95%)                9/3/98   $1,181,185          Inc.      $  122,605   $ 46.16
</TABLE>

ITEM 2.   DESCRIPTION OF PROPERTIES. (Continued)

<TABLE>
<CAPTION>

                                Total Property
                       Purchase  Acquisition                 Annual Lease   Annual Rent
Property                 Date      Costs         Lessee          Payment    Per Sq. Ft.
<S>                   <C>      <C>         <C>                <C>          <C>        

Tumbleweed Restaurant
 Chillicothe, OH
 (40.0%)               11/20/98   $  505,225   Tumbleweed, Inc.  $   50,946  $ 23.23

Tumbleweed Restaurant
 Columbus, OH
 (60.0%)               12/28/98   $  823,496    Tumbleweed, Inc. $   83,102  $ 25.26

</TABLE>
(1) The property is vacant and listed for sale or lease.

        The  properties  listed above with  a  partial  ownership
percentage  are  owned with affiliates of the Partnership  and/or
unrelated  third  parties.  The remaining interest  in  the  Taco
Cabana  restaurant in Houston, Texas is owned by AEI Real  Estate
Fund  86-A Limited Partnership.  The remaining interests  in  the
HomeTown  Buffet  restaurant are owned by AEI  Real  Estate  Fund
XVIII  Limited  Partnership  and unrelated  third  parties.   The
remaining  interests  in the Media Play and Garden  Ridge  retail
stores are owned by AEI Net Lease Income & Growth Fund XX and AEI
Income  &  Growth Fund XXI Limited Partnerships.   The  remaining
interests  in the Champps Americana restaurant are owned  by  AEI
Real  Estate  Fund XV Limited Partnership, AEI Real  Estate  Fund
XVII  Limited Partnership and AEI Real Estate Fund XVIII  Limited
Partnership.    The   remaining  interests  in   the   Tumbleweed
restaurant  in  Chillicothe, Ohio are  owned  by  the  Individual
General   Partner  and  AEI  Real  Estate  Fund   XVIII   Limited
Partnership.  The remaining interest in the Tumbleweed restaurant
in  Columbus, Ohio is owned by AEI Real Estate Fund XVIII Limited
Partnership.   The  remaining  interests  in  the   Taco   Cabana
restaurant  in  Waco,  Texas, and the Applebee's  restaurants  in
Aurora,  Colorado, Crestview Hills, Kentucky and Temple  Terrace,
Florida are owned by unrelated third parties.

        The Partnership accounts for properties owned as tenants-
in-common  with  affiliated Partnerships and/or  unrelated  third
parties  using  the  proportionate  consolidation  method.   Each
tenant-in-common  owns  a  separate, undivided  interest  in  the
properties.   Any  tenant-in-common that holds more  than  a  50%
interest  does  not control decisions over the  other  tenant-in-
common  interests.   The financial statements reflect  only  this
Partnership's percentage share of the properties' land,  building
and equipment, liabilities, revenues and expenses.

        The  initial Lease terms are for 20 years except for  the
Tumbleweed  restaurants, the Taco Cabana restaurants,  the  Party
City  retail store and the Red Line restaurant in Corpus Christi,
Texas,  which  have lease terms of 15 years.  The Leases  contain
renewal options which may extend the Lease term an additional  15
years,  except  for the Tumbleweed restaurants, the  Taco  Cabana
restaurants,  the Applebee's restaurants in Aurora, Colorado  and
Temple Terrace, Florida, the Denny's restaurant, and the HomeTown
Buffet restaurant which have renewal options that may extend  the
Lease  term  an additional 10 years and the Garden  Ridge  retail
store which has renewal options that may extend the Lease term an
additional 25 years.

       Pursuant to the Lease Agreements, the tenants are required
to provide proof of adequate insurance coverage on the properties
they  occupy.   The General Partners believe the  properties  are
adequately covered by insurance and consider the properties to be
well-maintained and sufficient for the Partnership's operations.

ITEM 2.   DESCRIPTION OF PROPERTIES. (Continued)

         For  tax  purposes,  the  Partnership's  properties  are
depreciated  under the Modified Accelerated Cost Recovery  System
(MACRS).  The largest depreciable component of a property is  the
building  which  is depreciated, using the straight-line  method,
over either 31.5 years or 39 years, depending on the date when it
was placed in service.  The remaining depreciable components of a
property  are personal property and land improvements  which  are
depreciated,  using an accelerated method, over 5 and  15  years,
respectively.  Since the Partnership has tax-exempt Partners, the
Partnership is subject to the rules of Section 168(h)(6)  of  the
Internal  Revenue  Code  which  requires  a  percentage  of   the
properties' depreciable components to be depreciated over  longer
lives using the straight-line method.  In general the federal tax
basis of the properties for tax depreciation purposes is the same
as the basis for book depreciation purposes except for properties
whose  book  value was reduced by a real estate  impairment  loss
pursuant  to  Financial Accounting Standards Board Statement  No.
121, "Accounting for the Impairment of Long-Lived Assets and  for
Long-Lived Assets to be Disposed of."  The real estate impairment
loss,  which was recorded against the book cost of the  land  and
depreciable property, was not recognized for tax purposes.

        During the last five years or since the date of purchase,
if  purchased  after December 31, 1993, all properties  were  100
percent occupied except for the Media Play retail store which was
100  percent occupied until January, 1997 and the Red Line Burger
restaurant  in  Houston,  Texas  which was  100%  occupied  until
January, 1997.

ITEM 3.   LEGAL PROCEEDINGS.

       None.

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

        In  October, 1998, the Managing General Partner solicited
my  mail a proxy statement to propose an Amendment to the Limited
Partnership  Agreement  that  would  allow  the  Partnership   to
reinvest   the  majority  of  net  sale  proceeds  in  additional
properties.  In order for a proposed Amendment to be  adopted,  a
majority  of  the Units must be voted in favor of the  Amendment.
Of  the 20,768 outstanding Units, 10,435 voted for the Amendment,
3,792  voted  against  and  728  abstained.   As  a  result,  the
Amendment was adopted.
                                
                                
                             PART II

ITEM 5. MARKET FOR THE REGISTRANT'S PARTNERSHIP UNITS AND
        RELATED SECURITY HOLDER MATTERS.

        As  of  December  31, 1998, there were 1,476  holders  of
record  of the registrant's Limited Partnership Units.  There  is
no  other  class  of  security outstanding  or  authorized.   The
registrant's  Units  are  not a traded security  in  any  market.
However, the Partnership may purchase Units from Limited Partners
who have tendered their Units to the Partnership.  Such Units may
be  acquired at a discount.  The Partnership is not obligated  to
purchase  in any year more than 5% of the total number  of  Units
outstanding at the beginning of the year.  In no event shall  the
Partnership  be  obligated to purchase  Units  if,  in  the  sole
discretion  of the Managing General Partner, such purchase  would
impair the capital or operation of the Partnership.

        During  1998, eight Limited Partners redeemed a total  of
206.7  Partnership  Units for $145,775  in  accordance  with  the
Partnership  Agreement.   In  prior years,  a  total  of  sixteen
Limited  Partners redeemed 177.3 Partnership Units for  $139,225.
The   redemptions   increase  the  remaining  Limited   Partners'
ownership interest in the Partnership.

ITEM 5.  MARKET FOR THE REGISTRANT'S PARTNERSHIP UNITS AND
         RELATED SECURITY HOLDER MATTERS. (Continued)

       Cash distributions of $16,790 and $16,967 were made to the
General Partners and $1,516,383 and $1,649,163 were made  to  the
Limited   Partners   in   1998  and  1997,   respectively.    The
distributions  were made on a quarterly basis and  represent  Net
Cash   Flow,  as  defined,  except  as  discussed  below.   These
distributions  should  not be compared  with  dividends  paid  on
capital stock by corporations.

        As  part  of the Limited Partner distributions  discussed
above,  the  Partnership  distributed $219,894  and  $244,558  of
proceeds from property sales in 1998 and 1997, respectively.  The
distributions  reduced  the  Limited Partners'  Adjusted  Capital
Contributions.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.

Results of Operations

        For  the  years  ended December 31, 1998  and  1997,  the
Partnership   recognized   rental  income   of   $1,677,876   and
$1,443,613,   respectively.   During  the   same   periods,   the
Partnership  earned investment income of $171,031  and  $348,986,
respectively.  In 1998, rental income increased as  a  result  of
additional rent received from four property acquisitions in  1997
and  1998, and rent increases on ten properties.  These increases
were partially offset by a reduction in rental income due to  the
restructuring of the Media Play property and the RallyOs/Red Line
Burger  situation  discussed below.   In  1998,  the  Partnership
received  $11,290 and $8,086 less in monthly rent  from  the  two
lessees,  respectively.   The  increase  in  rental  income   was
partially offset by a decrease in investment income earned on the
net proceeds prior to the purchase of the additional properties.

        In  August, 1995, the lessee of the three Red Line Burger
and  two  Rally's  properties filed  for  reorganization.   After
reviewing  the  operating results of the lessee, the  Partnership
agreed to amend the Leases of the two Rally's properties and  one
Red Line Burger property.  Effective December 1, 1995, the Leases
were  amended  to  reduce the annual base rent  from  $43,742  to
$15,000   for  each  property.   The  Partnership  could  receive
additional  rent in the future equal to 6.75% of  the  amount  by
which   gross   receipts   exceed   $275,000.    In   1997,   the
reorganization plan confirmed one Red Line Lease and rejected the
other  two  Leases.   In addition, the plan allowed  the  Rally's
properties  to be sold and on February 14, 1997, the  Partnership
received net sale proceeds of $500,000, which resulted in  a  net
gain  of  $16,092.   The lessee has agreed to  pay  certain  pre-
petition  and  post-petition rents  due  of  $152,868  and  other
related administrative and legal expenses.  However, due  to  the
uncertainty of collection, the Partnership has not accrued any of
these amounts for financial reporting purposes.

        Due  to  the  rejection of the Leases,  $82,563  of  pre-
petition  and  post-petition rent related to the  two  properties
will not be collected by the Partnership.  These amounts were not
accrued  for  financial reporting purposes.  The Partnership,  in
the fourth quarter of 1997, recorded a real estate impairment  on
the  three  Red Line Burgers of $715,384, which equaled  the  net
book  value  of the properties at December 31, 1997.  The  charge
was recorded against the cost of the buildings and equipment.  In
addition, in the second quarter of 1998, the Partnership  elected
to  abandon  one  of  the properties in order  to  avoid  ongoing
expenses.  The Partnership is reviewing its available options for
the  remaining  Red  Line Burger rejected in  the  reorganization
plan.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        Musicland Group, Inc. (MGI), the lessee of the Media Play
retail  store  in  Apple Valley, Minnesota experienced  financial
difficulties and was aggressively restructuring its organization.
As  part of the restructuring, the Partnership and MGI reached an
agreement  in  December, 1996 in which  MGI  would  buy  out  and
terminate  the Lease Agreement by making a payment  of  $800,000,
which   is   equal  to  approximately  two  years'   rent.    The
Partnership's  share  of such payment was  $264,000.   Under  the
Agreement,  MGI  remained  in  possession  of  the  property  and
performed  all  of its obligations under the net lease  agreement
through  January 31, 1997 at which time it vacated  the  property
and  made  it  available for re-let to another tenant.   MGI  was
responsible  for  all  maintenance and management  costs  of  the
property   through  January  31,  1997  after  which   date   the
Partnership   became  responsible  for  its  share  of   expenses
associated  with  the property until it is  re-let  or  sold.   A
specialist  in commercial property leasing has been  retained  to
locate a new tenant for the property.

        As  of  December 31, 1997, based on an analysis of market
conditions in the area, it was determined the fair value  of  the
Partnership's  interest  in  the  Media  Play  was  approximately
$726,000.   In the fourth quarter of 1997, a charge to operations
for  real estate impairment of $595,100 was recognized, which  is
the  difference between the book value at December  31,  1997  of
$1,321,100  and  the  estimated market value  of  $726,000.   The
charge  was  recorded against the cost of the land, building  and
equipment.

        During  the years ended December 31, 1998 and  1997,  the
Partnership   paid   Partnership   administration   expenses   to
affiliated parties of $267,665 and $235,568, respectively.  These
administration  expenses  include  costs  associated   with   the
management of the properties, processing distributions, reporting
requirements  and correspondence to the Limited Partners.  During
the   same   periods,   the  Partnership   incurred   Partnership
administration  and property management expenses  from  unrelated
parties  of $124,410 and $124,685, respectively.  These  expenses
represent  direct payments to third parties for legal and  filing
fees,  direct administrative costs, outside audit and  accounting
costs,   taxes,   insurance  and  other  property   costs.    The
Partnership administration expenses increased in 1998 compared to
1997  due to the additional management associated with Media Play
and  the  Red  Line Burgers and additional review of lease  terms
with other lessees.

       As of December 31, 1998, the Partnership's annualized cash
distribution  rate  was  7.5%,  based  on  the  Adjusted  Capital
Contribution.   Distributions of Net Cash  Flow  to  the  General
Partners are subordinated to the Limited Partners as required  in
the Partnership Agreement.  As a result, 99% of distributions and
income  were allocated to Limited Partners and 1% to the  General
Partners.

        Inflation  has  had  a  minimal  effect  on  income  from
operations.   It is expected that increases in sales  volumes  of
the  tenants due to inflation and real sales growth, will  result
in  an  increase  in rental income over the term of  the  leases.
Inflation  also  may  cause  the  Partnership's  real  estate  to
appreciate in value.  However, inflation and changing prices  may
also  have  an  adverse impact on the operating  margins  of  the
properties' tenants which could impair their ability to pay  rent
and subsequently reduce the Partnership's Net Cash Flow available
for distributions.

       The Year 2000 issue is the result of computer systems that
use  two  digits rather than four to define the applicable  year,
which  may prevent such systems from accurately processing  dates
ending  in  the  Year  2000 and beyond.   This  could  result  in
computer  system failures or disruption of operations, including,
but not limited to, an inability to process transactions, to send
or  receive  electronic data, or to engage  in  routine  business
activities.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        AEI  Fund  Management, Inc. (AEI) performs all management
services  for  the  Partnership.   In  1998,  AEI  completed   an
assessment of its computer hardware and software systems and  has
replaced or upgraded certain computer hardware and software using
the  assistance  of  outside vendors.  AEI has  received  written
assurance  from  the equipment and software manufacturers  as  to
Year  2000  compliance.   The  costs associated  with  Year  2000
compliance have not been, and are not expected to be, material.

        The  Partnership intends to monitor and communicate  with
tenants regarding Year 2000 compliance, although there can be  no
assurance  that the systems of the various tenants will  be  Year
2000 compliant.

Liquidity and Capital Resources

        During  1998,  the Partnership's cash balances  decreased
$728,620  as  a  result  of  cash  used  to  purchase  additional
properties  and  distributions made in excess of  cash  generated
from operating activities, which was partially offset by payments
received  on  a long-term note receivable.  Net cash provided  by
operating  activities  increased  from  $1,423,151  in  1997   to
$1,483,926 in 1998 mainly as the result of an increase in  income
in  1998 and net timing differences in the collection of payments
from  the  lessees  and  the  payment  of  expenses,  which  were
partially offset by an increase in expenses in 1998.

        The  major components of the Partnership's cash flow from
investing activities are investments in real estate and  proceeds
from the sale of real estate.  During the year ended December 31,
1997,  the Partnership generated cash flow from the sale of  real
estate of $675,838.  During the years ended December 31, 1998 and
1997,  the  Partnership  received  payments  on  long-term  notes
receivable,  received  as  the  result  of  property  sales,   of
$1,492,795 and $677,173, respectively.  During the same  periods,
the Partnership expended $2,055,579 and $1,860,595, respectively,
to  invest in real properties (inclusive of acquisition expenses)
as  the Partnership continued to reinvest the cash generated from
the property sales.

        Through  December 31, 1997, the Partnership sold 90.9037%
of the Applebee's restaurant in Temple Terrace, Florida, in seven
separate   transactions   to  unrelated   third   parties.    The
Partnership received total net sale proceeds of $1,296,015  which
resulted  in  a total net gain of $369,433.  The total  cost  and
related  accumulated  depreciation  of  the  interests  sold  was
$961,992  and $35,410, respectively.  For the year ended December
31, 1997, the net gain was $61,611.

       During 1998 and 1997, the Partnership distributed $222,115
and  $247,028 of the net sale proceeds to the Limited and General
Partners  as part of their regular quarterly distributions  which
represented a return of capital of $10.55 and $11.63 per  Limited
Partnership Unit, respectively.  The remaining net sale  proceeds
will either be reinvested in additional properties or distributed
to the Partners in the future.

        On  December 18, 1997, the Partnership purchased a  Party
City  retail  store in Gainesville, Georgia for $1,435,309.   The
property is leased to Party City of Atlanta, Inc. under  a  Lease
Agreement  with  a  primary term of 15 years  and  annual  rental
payments of $150,752.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        On  December 23, 1997, the Partnership purchased a 23.95%
interest in a parcel of land in Troy, Michigan for $361,889.  The
land  is leased to Champps Entertainment, Inc. (Champps) under  a
Lease Agreement with a primary term of 20 years and annual rental
payments  of  $25,332.  Effective June 20, 1998, the annual  rent
was  increased to $37,998.  Simultaneously with the  purchase  of
the  land,  the Partnership entered into a Development  Financing
Agreement  under which the Partnership advanced funds to  Champps
for  the  construction of a Champps Americana restaurant  on  the
site.   Initially,  the  Partnership  charged  interest  on   the
advances  at a rate of 7%.  Effective June 20, 1998, the interest
rate  was  increased to 10.5%.  On September 3, 1998,  after  the
development  was completed, the Lease Agreement  was  amended  to
require  annual  rental payments of $122,605.  The  Partnership's
share  of the total acquisition costs, including the cost of  the
land,  was  $1,181,185.  The remaining interests in the  property
are  owned  by  AEI Real Estate Fund XV Limited Partnership,  AEI
Real  Estate  Fund XVII Limited Partnership and AEI  Real  Estate
Fund XVIII Limited Partnership, affiliates of the Partnership.

         In  January,  1998,  the  Partnership  entered  into  an
Agreement  to purchase a 40% interest in a Tumbleweed  restaurant
in  Chillicothe,  Ohio.   On  April  13,  1998,  the  Partnership
purchased its share of the land for $192,813.  The land is leased
to  Tumbleweed, Inc. (TWI) under a Lease Agreement with a primary
term   of  15  years  and  annual  rental  payments  of  $16,389.
Effective  August  10,  1998, the annual rent  was  increased  to
$19,763.   Simultaneously  with the purchase  of  the  land,  the
Partnership entered into a Development Financing Agreement  under
which  the Partnership advanced funds to TWI for the construction
of   a  Tumbleweed  restaurant  on  the  site.   Initially,   the
Partnership charged interest on the advances at a rate  of  8.5%.
Effective  August  10, 1998, the interest rate was  increased  to
10.25%.   On  November  20,  1998,  after  the  development   was
completed,  the  Lease Agreement was amended  to  require  annual
rental payments of $50,946.  The Partnership's share of the total
acquisition  costs, including the cost of the land was  $505,225.
The  remaining  interests  in  the  property  are  owned  by  the
Individual General Partner and AEI Real Estate Fund XVIII Limited
Partnership.

        Pursuant to the Partnership Agreement, Net Sale  Proceeds
may  be  reinvested in additional properties until  a  date  five
years  after  the  date  on which the offer  and  sale  of  Units
terminated.   This  period  expired  on  February  5,  1998.   In
October, 1998, the Managing General Partner solicited by  mail  a
proxy   statement  to  propose  an  Amendment  to   the   Limited
Partnership  Agreement  that  would  allow  the  Partnership   to
reinvest   the  majority  of  net  sale  proceeds  in  additional
properties.  The Amendment passed with a majority of Units voting
in favor of the Amendment.

        On  December 28, 1998, the Partnership purchased a  60.0%
interest  in  a  Tumbleweed  restaurant  in  Columbus,  Ohio  for
$823,496.   The property is leased to TWI under a Lease Agreement
with  a  primary term of 15 years and annual rental  payments  of
$83,102.  The remaining interest in the property is owned by  AEI
Real Estate Fund XVIII Limited Partnership.

       The Partnership's primary use of cash flow is distribution
and  redemption  payments to Partners.  The Partnership  declares
its  regular  quarterly  distributions before  the  end  of  each
quarter and pays the distribution in the first week after the end
of  each quarter.  The Partnership attempts to maintain a  stable
distribution  rate from quarter to quarter.  Redemption  payments
are  paid  to  redeeming Partners in the fourth quarter  of  each
year.   Effective October 1, 1997, the Partnership's distribution
rate  was  reduced from 8.5% to 7.5%.  As a result, distributions
during 1997 were higher when compared to 1998.

ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS.  (Continued)

        The  Partnership may acquire Units from Limited  Partners
who  have tendered their Units to the Partnership. Such Units may
be  acquired at a discount.  The Partnership is not obligated  to
purchase  in  any  year  more than 5%  of  the  number  of  Units
outstanding at the beginning of the year.  In no event shall  the
Partnership  be  obligated to purchase  Units  if,  in  the  sole
discretion  of the Managing General Partner, such purchase  would
impair the capital or operation of the Partnership.

        During, 1998, eight Limited Partners redeemed a total  of
206.7  Partnership  Units for $145,775  in  accordance  with  the
Partnership  Agreement.   The Partnership  acquired  these  Units
using Net Cash Flow from operations.  In prior years, a total  of
sixteen  Limited  Partners redeemed 177.3 Partnership  Units  for
$139,225.    The  redemptions  increase  the  remaining   Limited
Partners' ownership interest in the Partnership.

       The continuing rent payments from the properties, together
with  cash generated from the property sales, should be  adequate
to  fund  continuing  distributions and  meet  other  Partnership
obligations on both a short-term and long-term basis.

Cautionary Statement for Purposes of the "Safe Harbor" Provisions
of the Private Securities Litigation Reform Act of 1995

         The   foregoing  Management's  Discussion  and  Analysis
contains various "forward looking  statements" within the meaning
of   federal   securities   laws  which  represent   management's
expectations  or  beliefs  concerning  future  events,  including
statements  regarding anticipated application of  cash,  expected
returns  from rental income, growth in revenue, taxation  levels,
the  sufficiency  of  cash to meet operating expenses,  rates  of
distribution,  and  other  matters.   These,  and  other  forward
looking statements made by the Partnership, must be evaluated  in
the   context  of  a  number  of  factors  that  may  affect  the
Partnership's  financial  condition and  results  of  operations,
including the following:

    <BULLET>  Market  and economic conditions which  affect
              the  value of the properties the Partnership  owns  and
              the cash from rental income such properties generate;
       
    <BULLET>  the federal income tax consequences of rental
              income,  deductions, gain on sales and other items  and
              the affects of these consequences for investors;
       
    <BULLET>  resolution  by  the  General   Partners   of
              conflicts with which they may be confronted;
       
    <BULLET>  the  success  of  the  General  Partners   of
              locating   properties   with  favorable   risk   return
              characteristics;
       
    <BULLET>  the effect of tenant defaults; and
       
    <BULLET>  the condition of the industries in which  the
              tenants of properties owned by the Partnership operate.

ITEM 7.   FINANCIAL STATEMENTS.

       See accompanying index to financial statements.

                            
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  INDEX TO FINANCIAL STATEMENTS




                                                       

Report of Independent Auditors                          

Balance Sheet as of December 31, 1998 and 1997          

Statements for the Years Ended December 31, 1998 and 1997:

     Operations                                         

     Cash Flows                                         

     Changes in Partners' Capital                       

Notes to Financial Statements                       

                                
                                
                                
                                
                     REPORT OF INDEPENDENT AUDITORS



To the Partners:
AEI Net Lease Income & Growth Fund XIX Limited Partnership
St. Paul, Minnesota




      We  have audited the accompanying balance sheet of AEI  NET
LEASE  INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP (a  Minnesota
limited  partnership) as of December 31, 1998 and  1997  and  the
related  statements  of operations, cash  flows  and  changes  in
partners'  capital  for  the years then ended.   These  financial
statements   are   the   responsibility  of   the   Partnership's
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.

      We  conducted  our  audits  in  accordance  with  generally
accepted auditing standards. Those standards require that we plan
and  perform  the  audit  to  obtain reasonable  assurance  about
whether   the   financial  statements  are   free   of   material
misstatement.   An  audit includes examining, on  a  test  basis,
evidence  supporting the amounts and disclosures in the financial
statements.   An  audit  also includes assessing  the  accounting
principles used and significant estimates made by management,  as
well  as evaluating the overall financial statement presentation.
We  believe  that our audits provide a reasonable basis  for  our
opinion.

      In  our opinion, the financial statements referred to above
present  fairly, in all material respects, the financial position
of  AEI Net Lease Income & Growth Fund XIX Limited Partnership as
of  December 31, 1998 and 1997, and the results of its operations
and  its cash flows for the years then ended, in conformity  with
generally accepted accounting principles.


                            /s/ Boulay, Heutmaker, Zibell & Co. P.L.L.P.
Minneapolis, Minnesota          Boulay, Heutmaker, Zibell & Co. P.L.L.P.
January 27, 1999                Certified Public Accountants


<PAGE>                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP
                                
                          BALANCE SHEET
                                
                           DECEMBER 31
                                
                             ASSETS
                                
                                                      1998           1997

CURRENT ASSETS:
  Cash and Cash Equivalents                      $   884,555     $ 1,613,175
  Receivables                                         27,722          40,876
  Current Portion of Long-Term Notes Receivable            0          32,496
                                                  -----------     -----------
      Total Current Assets                           912,277       1,686,547
                                                  -----------     -----------
INVESTMENTS IN REAL ESTATE:
  Land                                             5,746,501       5,198,411
  Buildings and Equipment                         10,038,667       8,496,976
  Construction in Progress                                 0          43,208
  Property Acquisition Costs                               0          49,230
  Accumulated Depreciation                        (1,347,191)     (1,106,715)
                                                  -----------     -----------
      Net Investments in Real Estate              14,437,977      12,681,110
                                                  -----------     -----------
OTHER ASSETS:
  Long-Term Notes Receivable-Net of Current Portion        0       1,460,299
                                                  -----------     -----------
           Total  Assets                         $15,350,254     $15,827,956
                                                  ===========     ===========


                       LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
  Payable to AEI Fund Management, Inc.           $    65,196     $    51,256
  Distributions Payable                              366,812         337,626
                                                  -----------     -----------
      Total Current Liabilities                      432,008         388,882
                                                  -----------     -----------
PARTNERS' CAPITAL (DEFICIT):
  General Partners                                   (32,375)        (27,166)
  Limited Partners, $1,000 Unit Value;
   30,000 Units authorized; 21,152 Units issued;
   20,768 and 20,975 Units outstanding in
   1998 and 1997, respectively                    14,950,621      15,466,240
                                                  -----------     -----------
      Total Partners' Capital                     14,918,246      15,439,074
                                                  -----------     -----------
        Total Liabilities and Partners' Capital  $15,350,254     $15,827,956
                                                  ===========     ===========
                                
 The accompanying notes to financial statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                     STATEMENT OF OPERATIONS

                 FOR THE YEARS ENDED DECEMBER 31

 
                                                       1998           1997

INCOME:
  Rent                                            $ 1,677,876     $ 1,443,613
  Investment Income                                   171,031         348,986
                                                   -----------     -----------
      Total Income                                  1,848,907       1,792,599
                                                   -----------     -----------

EXPENSES:
  Partnership Administration - Affiliates             267,665         235,568
  Partnership Administration and Property
     Management - Unrelated Parties                   124,410         124,685
  Depreciation                                        298,712         313,146
  Real Estate Impairment                                    0       1,310,484
                                                   -----------     -----------
      Total Expenses                                  690,787       1,983,883
                                                   -----------     -----------

OPERATING INCOME (LOSS)                             1,158,120        (191,284)

GAIN ON SALE OF REAL ESTATE                                 0          77,703
                                                   -----------     -----------
NET INCOME (LOSS)                                 $ 1,158,120     $  (113,581)
                                                   ===========     ===========

NET INCOME (LOSS) ALLOCATED:
  General Partners                                $    11,581     $    (2,272)
  Limited Partners                                  1,146,539        (111,309)
                                                   -----------     -----------
                                                  $ 1,158,120     $  (113,581)
                                                   ===========     ===========

NET INCOME (LOSS) PER LIMITED PARTNERSHIP UNIT
   (20,923 and 21,005 weighted average Units
    outstanding in 1998 and 1997, respectively.)  $     54.80     $     (5.30)
                                                   ===========     ===========

 The accompanying notes to financial statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP
                                
                     STATEMENT OF CASH FLOWS
                                
                 FOR THE YEARS ENDED DECEMBER 31

                                                      1998          1997
 
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net Income (Loss)                                $ 1,158,120    $  (113,581)

 Adjustments To Reconcile Net Income (Loss)
 To Net Cash Provided By Operating Activities:
     Depreciation                                     298,712        313,146
     Real Estate Impairment                                 0      1,310,484
     Gain on Sale of Real Estate                            0        (77,703)
     (Increase) Decrease in Receivables                13,154        (23,034)
     Increase in Payable to
        AEI Fund Management, Inc.                      13,940         13,839
                                                   -----------    -----------
       Total Adjustments                              325,806      1,536,732
                                                   -----------    -----------
       Net Cash Provided By
           Operating Activities                     1,483,926      1,423,151
                                                   -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Investments in Real Estate                       (2,055,579)    (1,860,595)
  Proceeds from Sale of Real Estate                         0        675,838
  Payments Received on Long-Term Notes Receivable   1,492,795        677,173
                                                   -----------    -----------
       Net Cash Used For
           Investing Activities                      (562,784)      (507,584)
                                                   -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (Decrease) in Distributions Payable         29,186        (83,431)
  Distributions to Partners                        (1,531,700)    (1,665,821)
  Redemption Payments                                (147,248)       (30,923)
                                                   -----------    -----------
       Net Cash Used For
           Financing Activities                    (1,649,762)    (1,780,175)
                                                   -----------    -----------

NET DECREASE IN CASH AND CASH EQUIVALENTS            (728,620)      (864,608)

CASH AND CASH EQUIVALENTS, beginning of period      1,613,175      2,477,783
                                                   -----------    -----------
CASH AND CASH EQUIVALENTS, end of period          $   884,555    $ 1,613,175
                                                   ===========    ===========
                             
 The accompanying notes to financial statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

            STATEMENT OF CHANGES IN PARTNERS' CAPITAL

                 FOR THE YEARS ENDED DECEMBER 31

                                
                                                                      Limited
                                                                   Partnership
                              General      Limited                     Units
                              Partners     Partners     Total      Outstanding
 

BALANCE, December 31, 1996   $  (7,927)  $17,257,326   $17,249,399   21,015.23

  Distributions                (16,658)   (1,649,163)   (1,665,821)

  Redemption Payments             (309)      (30,614)      (30,923)     (40.60)

  Net Loss                      (2,272)     (111,309)     (113,581)
                              ---------   -----------   -----------  ----------
BALANCE, December 31, 1997     (27,166)   15,466,240    15,439,074   20,974.63

  Distributions                (15,317)   (1,516,383)   (1,531,700)

  Redemption Payments           (1,473)     (145,775)     (147,248)    (206.71)

  Net Income                    11,581     1,146,539     1,158,120
                              ---------   -----------   -----------  ----------
BALANCE, December 31, 1998   $ (32,375)  $14,950,621   $14,918,246   20,767.92
                              =========   ===========   ===========  ==========

 The accompanying notes to financial statements are an integral
                     part of this statement.
</PAGE>
<PAGE>
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(1)  Organization -

     AEI  Net  Lease Income & Growth Fund XIX Limited Partnership
     (Partnership)  was  formed to acquire and  lease  commercial
     properties   to   operating  tenants.    The   Partnership's
     operations  are  managed by AEI Fund  Management  XIX,  Inc.
     (AFM),  the  Managing  General Partner of  the  Partnership.
     Robert  P.  Johnson, the President and sole  shareholder  of
     AFM,  serves  as  the  Individual  General  Partner  of  the
     Partnership.  An affiliate of AFM, AEI Fund Management, Inc.
     (AEI)  performs  the administrative and operating  functions
     for the Partnership.
     
     The   terms   of  the  Partnership  offering  call   for   a
     subscription  price of $1,000 per Limited Partnership  Unit,
     payable   on  acceptance  of  the  offer.   The  Partnership
     commenced   operations  on  May  31,   1991   when   minimum
     subscriptions    of   1,500   Limited   Partnership    Units
     ($1,500,000)  were  accepted.   The  Partnership's  offering
     terminated  February  5,  1993 when  the  extended  offering
     period expired.  The Partnership received subscriptions  for
     21,151.928 Limited Partnership Units ($21,151,928).
     
     Under  the  terms of the Limited Partnership Agreement,  the
     Limited  Partners and General Partners contributed funds  of
     $21,151,928, and $1,000, respectively.  During the operation
     of the Partnership, any Net Cash Flow, as defined, which the
     General Partners determine to distribute will be distributed
     90% to the Limited Partners and 10% to the General Partners;
     provided,  however, that such distributions to  the  General
     Partners will be subordinated to the Limited Partners  first
     receiving an annual, noncumulative distribution of Net  Cash
     Flow equal to 10% of their Adjusted Capital Contribution, as
     defined,  and, provided further, that in no event  will  the
     General Partners receive less than 1% of such Net Cash  Flow
     per  annum.  Distributions to Limited Partners will be  made
     pro rata by Units.
     
     Any  Net  Proceeds  of Sale, as defined, from  the  sale  or
     financing of the Partnership's properties which the  General
     Partners determine to distribute will, after provisions  for
     debts  and  reserves, be paid in the following  manner:  (i)
     first,  99%  to the Limited Partners and 1% to  the  General
     Partners until the Limited Partners receive an amount  equal
     to:  (a)  their Adjusted Capital Contribution  plus  (b)  an
     amount  equal  to 12% of their Adjusted Capital Contribution
     per  annum, cumulative but not compounded, to the extent not
     previously  distributed  from  Net  Cash  Flow;   (ii)   any
     remaining  balance will be distributed 90%  to  the  Limited
     Partners and 10% to the General Partners.  Distributions  to
     the Limited Partners will be made pro rata by Units.
     
     For  tax  purposes,  profits  from  operations,  other  than
     profits  attributable  to  the  sale,  exchange,  financing,
     refinancing   or  other  disposition  of  the  Partnership's
     property,  will  be  allocated first in the  same  ratio  in
     which,  and  to the extent, Net Cash Flow is distributed  to
     the Partners for such year.  Any additional profits will  be
     allocated in the same ratio as the last dollar of  Net  Cash
     Flow  is  distributed.  Net losses from operations  will  be
     allocated 98% to the Limited Partners and 2% to the  General
     Partners.
     
     
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(1)  Organization - (Continued)
     
     For  tax purposes, profits arising from the sale, financing,
     or  other disposition of the Partnership's property will  be
     allocated  in  accordance with the Partnership Agreement  as
     follows:  (i) first, to those partners with deficit balances
     in  their capital accounts in an amount equal to the sum  of
     such  deficit  balances; (ii) second,  99%  to  the  Limited
     Partners  and 1% to the General Partners until the aggregate
     balance in the Limited Partners' capital accounts equals the
     sum  of the Limited Partners' Adjusted Capital Contributions
     plus  an  amount  equal  to 12% of  their  Adjusted  Capital
     Contributions  per annum, cumulative but not compounded,  to
     the  extent  not  previously  allocated;  (iii)  third,  the
     balance of any remaining gain will then be allocated 90%  to
     the  Limited  Partners  and  10% to  the  General  Partners.
     Losses will be allocated 98% to the Limited Partners and  2%
     to the General Partners.
     
     The  General Partners are not required to currently  fund  a
     deficit   capital   balance.   Upon   liquidation   of   the
     Partnership or withdrawal by a General Partner, the  General
     Partners will contribute to the Partnership an amount  equal
     to  the  lesser  of  the deficit balances in  their  capital
     accounts  or  1%  of  total Limited  Partners'  and  General
     Partners' capital contributions.

(2)  Summary of Significant Accounting Policies -

     Financial Statement Presentation
     
       The  accounts  of  the Partnership are maintained  on  the
       accrual  basis of accounting for both federal  income  tax
       purposes and financial reporting purposes.
     
     Accounting Estimates
     
       Management  uses  estimates and assumptions  in  preparing
       these  financial statements in accordance  with  generally
       accepted  accounting  principles.   Those  estimates   and
       assumptions may affect the reported amounts of assets  and
       liabilities,  the  disclosure  of  contingent  assets  and
       liabilities,  and  the  reported  revenues  and  expenses.
       Actual results could differ from those estimates.
       
       The  Partnership regularly assesses whether market  events
       and conditions indicate that it is reasonably possible  to
       recover  the carrying amounts of its investments  in  real
       estate  from  future operations and sales.   A  change  in
       those  market events and conditions could have a  material
       effect on the carrying amount of its real estate
       
     Cash Concentrations of Credit Risk

       At  times  throughout  the year,  the  Partnership's  cash
       deposited  in  financial  institutions  may  exceed   FDIC
       insurance limits.
     
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(2)  Summary of Significant Accounting Policies - (Continued)
     
     Statement of Cash Flows
     
       For  purposes  of  reporting cash  flows,  cash  and  cash
       equivalents  may include cash in checking,  cash  invested
       in   money   market  accounts,  certificates  of  deposit,
       federal  agency notes and commercial paper with a term  of
       three months or less.
       
     Income Taxes

       The  income or loss of the Partnership for federal  income
       tax  reporting  purposes is includable in the  income  tax
       returns of the partners.  Accordingly, no recognition  has
       been  given to income taxes in the accompanying  financial
       statements.
       
       The  tax  return, the qualification of the Partnership  as
       such  for  tax  purposes, and the amount of  distributable
       Partnership  income or loss are subject to examination  by
       federal   and  state  taxing  authorities.   If  such   an
       examination  results  in  changes  with  respect  to   the
       Partnership  qualification or in changes to  distributable
       Partnership  income  or loss, the taxable  income  of  the
       partners would be adjusted accordingly.

     Real Estate
     
       The  Partnership's real estate is leased under triple  net
       leases  classified as operating leases.   The  Partnership
       recognizes  rental revenue on the accrual basis  according
       to  the terms of the individual leases.  For leases  which
       contain  cost  of  living  increases,  the  increases  are
       recognized in the year in which they are effective.
       
       Real  estate is recorded at the lower of cost or estimated
       net   realizable  value.   The  Partnership  compares  the
       carrying amount of its properties to the estimated  future
       cash  flows expected to result from the property  and  its
       eventual  disposition.  If the sum of the expected  future
       cash  flows  is  less  than the  carrying  amount  of  the
       property,  the  Partnership recognizes an impairment  loss
       by  the  amount  by  which  the  carrying  amount  of  the
       property exceeds the fair value of the property.
       
       The  Partnership  has capitalized as Investments  in  Real
       Estate   certain   costs  incurred  in  the   review   and
       acquisition  of the properties.  The costs were  allocated
       to the land, buildings and equipment.
       
       The   buildings  and  equipment  of  the  Partnership  are
       depreciated  using the straight-line method for  financial
       reporting purposes based on estimated useful lives  of  30
       years and 10 years, respectively.
       
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(2)  Summary of Significant Accounting Policies - (Continued)
     
       The  Partnership accounts for properties owned as tenants-
       in-common  with  affiliated Partnerships and/or  unrelated
       third   parties   using  the  proportionate  consolidation
       method.   Each tenant-in-common owns a separate, undivided
       interest  in  the  properties.  Any tenant-in-common  that
       holds  more than a 50% interest does not control decisions
       over  the other tenant-in-common interests.  The financial
       statements  reflect  only  this  Partnership's  percentage
       share  of  the  properties' land, building and  equipment,
       liabilities, revenues and expenses.

(3)  Related Party Transactions -
     
     The  Partnership owns a 38.2362% interest in a  Taco  Cabana
     restaurant in Houston, Texas.  The remaining interest in the
     property  is  owned  by AEI Real Estate  Fund  86-A  Limited
     Partnership,   an   affiliate  of  the   Partnership.    The
     Partnership  owns  a  3.3979%  interest  in  an   Applebee's
     restaurant in Aurora, Colorado.  The remaining interests  in
     this  property  are owned by unrelated third  parties.   AEI
     Institutional Net Lease Fund '93 Limited Partnership owned a
     9.3385%  interest  in this property until January  20,  1998
     when its interest was sold to an unrelated third party.  The
     Partnership  owns a 47.4415% interest in a  HomeTown  Buffet
     restaurant.   The remaining interests in this  property  are
     owned by AEI Real Estate Fund XVIII Limited Partnership,  an
     affiliate  of the Partnership, and unrelated third  parties.
     AEI  Institutional  Net Lease Fund '93  Limited  Partnership
     owned  a  15.8% interest in this property until December  4,
     1998 when its interest was sold to an unrelated third party.
     The Partnership owns a 33.0% interest in a Media Play retail
     store  and a 40.75% interest in a Garden Ridge retail store.
     The remaining interests in these properties are owned by AEI
     Net  Lease  Income & Growth Fund XX Limited Partnership  and
     AEI Income & Growth Fund XXI Limited Partnership, affiliates
     of  the Partnership.  The Partnership owns a 23.95% interest
     in   the   Champps  Americana  restaurant.   The   remaining
     interests in this property are owned by AEI Real Estate Fund
     XV  Limited  Partnership, AEI Real Estate Fund XVII  Limited
     Partnership   and  AEI  Real  Estate  Fund   XVIII   Limited
     Partnership, affiliates of the Partnership.  The Partnership
     owns  a  40.0%  interest  in  a  Tumbleweed  restaurant   in
     Chillicothe, Ohio.  The remaining interests in this property
     are  owned  by the Individual General Partner and  AEI  Real
     Estate Fund XVIII Limited Partnership.  The Partnership owns
     a  60.0%  interest in a Tumbleweed restaurant  in  Columbus,
     Ohio.   The remaining interest in this property is owned  by
     AEI Real Estate Fund XVIII Limited Partnership.

                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
                                
(3)  Related Party Transactions - (Continued)

     AEI   and  AFM  received  the  following  compensation   and
     reimbursements for costs and expenses from the Partnership:
     
                                    Total Incurred by the Partnership
                                     for the Years Ended December 31

                                                   1998          1997
a.AEI and AFM are reimbursed for all costs
  incurred in connection with managing the
  Partnership's operations, maintaining the
  Partnership's books and communicating
  the results of operations to the Limited
  Partners.                                      $ 267,665     $ 235,568
                                                  ========      ========
b.AEI and AFM are reimbursed for all direct
  expenses they have paid on the Partnership's
  behalf to third parties.  These expenses included
  printing costs, legal and filing fees, direct
  administrative costs and outside audit and
  accounting costs, taxes, insurance and other
  property costs.                                $ 124,410     $ 124,685
                                                  ========      ========

c.AEI is reimbursed for all property acquisition
  costs incurred by it in acquiring properties on
  behalf of the Partnership.  The amounts are net
  of financing and commitment fees and expense
  reimbursements received by the Partnership from
  the lessees in the amount of $64,640 and $26,935
  for 1998 and 1997, respectively.               $(50,818)     $  85,188
                                                  ========      ========

     The  payable  to  AEI Fund Management, Inc.  represents  the
     balance due for the services described in 3a, b and c.  This
     balance is non-interest bearing and unsecured and is  to  be
     paid in the normal course of business.
     
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(4)  Investments in Real Estate -

     The  Partnership  leases its properties to  various  tenants
     through triple net leases, which are classified as operating
     leases.  Under a triple net lease, the lessee is responsible
     for  all  real estate taxes, insurance, maintenance, repairs
     and  operating expenses of the property.  The initial  Lease
     terms   are   for   20  years  except  for  the   Tumbleweed
     restaurants,  the Taco Cabana restaurants,  the  Party  City
     retail  store and the Red Line restaurant in Corpus Christi,
     Texas,  which  have  lease terms of 15  years.   The  Leases
     contain  renewal options which may extend the Lease term  an
     additional  15 years, except for the Tumbleweed restaurants,
     the  Taco Cabana restaurants, the Applebee's restaurants  in
     Aurora,  Colorado and Temple Terrace, Florida,  the  Denny's
     restaurant,  and the HomeTown Buffet restaurant  which  have
     renewal options that may extend the Lease term an additional
     10 years and the Garden Ridge retail store which has renewal
     options  that  may  extend the Lease term an  additional  25
     years.   The  Leases contain rent clauses which entitle  the
     Partnership to receive additional rent in future years based
     on  stated  rent  increases or if  gross  receipts  for  the
     property  exceed  certain  specified  amounts,  among  other
     conditions.   Certain lessees have been granted  options  to
     purchase the property.  Depending on the lease, the purchase
     price  is either determined by a formula, or is the  greater
     of  the  fair  market value of the property  or  the  amount
     determined  by a formula.  In all cases, if the option  were
     to  be exercised by the lessee, the purchase price would  be
     greater than the original cost of the property.
     
     The  Partnership's  properties are all  commercial,  single-
     tenant  buildings.  The Taco Cabana restaurant  in  Houston,
     Texas  was  constructed in 1987 and acquired in  1991.   The
     DennyOs  restaurant was constructed and  acquired  in  1994.
     The Media Play retail store was constructed and acquired  in
     1995.   The  Garden Ridge retail store was  constructed  and
     acquired   in  1996.   The  Party  City  retail  store   was
     constructed and acquired in 1997. The Champps Americana  and
     Tumbleweed  restaurants  were constructed  and  acquired  in
     1998.    The  remaining  properties  were  constructed   and
     acquired  in either 1992 or 1993.  There have been no  costs
     capitalized as improvements subsequent to the acquisitions.
     

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(4)  Investments in Real Estate - (Continued)

     For  those properties in the table below which do  not  have
     land  costs,  the lessee has entered into land  leases  with
     unrelated  third  parties.  The cost of the  properties  and
     related accumulated depreciation at December 31, 1998 are as
     follows:
     
                               Buildings and         Accumulated
Property                  Land   Equipment    Total  Depreciation

Taco Cabana, Houston, TX     $  334,414   $  212,908   $  547,322   $   52,636
Taco Cabana, San Antonio, TX    598,533      548,741    1,147,274      129,267
Taco Cabana, Waco, TX             7,788       11,932       19,720        2,730
Applebee's, Aurora, CO           15,969       28,813       44,782        6,375
Red Line Burger, Houston, TX          0       57,519       57,519       57,519
Red Line Burger,
 Corpus Christi, TX                   0       52,398       52,398       52,398
Applebee's, Crestwood, MO             0      803,418      803,418      161,518
Applebee's, Crestview Hills, KY   4,490        9,549       14,039        1,852
HomeTown Buffet, Tucson, AZ     329,136      281,619      610,755       52,021
Applebee's, Covington, LA       358,521      740,564    1,099,085      150,076
Applebee's, Temple Terrace, FL   44,568       51,694       96,262       10,074
Applebee's, Beaverton, OR       636,972    1,123,107    1,760,079      202,114
Denny's, Apple Valley, CA       461,013      716,642    1,177,655      117,392
Media Play, Apple Valley, MN    230,305      563,962      794,267       86,006
Garden Ridge, Pineville, NC   1,171,849    2,443,529    3,615,378      223,990
Party City, Gainesville, GA     642,964      792,345    1,435,309       29,913
Champps Americana, Troy, MI     381,640      799,545    1,181,185        9,253
Tumbleweed, Chillicothe, OH     206,725      298,500      505,225        1,330
Tumbleweed, Columbus, OH        321,614      501,882      823,496          727
                             -----------  -----------  -----------   ----------
                            $ 5,746,501  $10,038,667  $15,785,168   $1,347,191
                             ===========  ===========  ===========   ==========
     
     Through December 31, 1997, the Partnership sold 90.9037%  of
     the  Applebee's  restaurant in Temple Terrace,  Florida,  in
     seven separate transactions to unrelated third parties.  The
     Partnership  received total net sale proceeds of  $1,296,015
     which  resulted in a total net gain of $369,433.  The  total
     cost  and  related accumulated depreciation of the interests
     sold  was $961,992 and $35,410, respectively.  For the  year
     ended December 31, 1997, the net gain was $61,611.
     
     The  Partnership owns a 2.4058% interest in the Taco  Cabana
     restaurant  in Waco, Texas.  Prior to 1996, the  Partnership
     sold  97.5942%  of the property to unrelated third  parties,
     who  own  the  property with the Partnership as  tenants-in-
     common.
     
     The  Partnership owns a 1.1054% interest in  the  Applebee's
     restaurant in Crestview Hills, Kentucky.  Prior to 1997, the
     Partnership sold 98.8946% of the property to unrelated third
     parties,  who  own  the  property with  the  Partnership  as
     tenants-in-common.
     

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(4)  Investments in Real Estate - (Continued)
     
     During  1998 and 1997, the Partnership distributed  $222,115
     and  $247,028  of the net sale proceeds to the  Limited  and
     General   Partners  as  part  of  their  regular   quarterly
     distributions  which  represented a  return  of  capital  of
     $10.55   and   $11.63   per   Limited   Partnership    Unit,
     respectively.  The remaining net sale proceeds  will  either
     be reinvested in additional properties or distributed to the
     Partners in the future.
     
     On December 18, 1997, the Partnership purchased a Party City
     retail  store  in Gainesville, Georgia for $1,435,309.   The
     property  is leased to Party City of Atlanta, Inc.  under  a
     Lease  Agreement with a primary term of 15 years and  annual
     rental payments of $150,752.
     
     On  December  23, 1997, the Partnership purchased  a  23.95%
     interest in a parcel of land in Troy, Michigan for $361,889.
     The  land is leased to Champps Entertainment, Inc. (Champps)
     under a Lease Agreement with a primary term of 20 years  and
     annual rental payments of $25,332.  Effective June 20, 1998,
     the  annual  rent was increased to $37,998.   Simultaneously
     with  the purchase of the land, the Partnership entered into
     a   Development   Financing  Agreement   under   which   the
     Partnership  advanced funds to Champps for the  construction
     of  a  Champps Americana restaurant on the site.  Initially,
     the  Partnership charged interest on the advances at a  rate
     of  7%.   Effective  June 20, 1998, the  interest  rate  was
     increased  to  10.5%.   On  September  3,  1998,  after  the
     development  was completed, the Lease Agreement was  amended
     to   require  annual  rental  payments  of  $122,605.    The
     Partnership's   share  of  the  total   acquisition   costs,
     including the cost of the land, was $1,181,185.
     
     In  January, 1998, the Partnership entered into an Agreement
     to  purchase  a  40% interest in a Tumbleweed restaurant  in
     Chillicothe,  Ohio.   On  April 13,  1998,  the  Partnership
     purchased its share of the land for $192,813.  The  land  is
     leased  to  Tumbleweed, Inc. (TWI) under a  Lease  Agreement
     with  a  primary term of 15 years and annual rental payments
     of  $16,389.  Effective August 10, 1998, the annual rent was
     increased  to $19,763.  Simultaneously with the purchase  of
     the   land,  the  Partnership  entered  into  a  Development
     Financing  Agreement  under which the  Partnership  advanced
     funds to TWI for the construction of a Tumbleweed restaurant
     on the site.  Initially, the Partnership charged interest on
     the  advances at a rate of 8.5%.  Effective August 10, 1998,
     the  interest rate was increased to 10.25%.  On November 20,
     1998,   after  the  development  was  completed,  the  Lease
     Agreement  was amended to require annual rental payments  of
     $50,946.   The Partnership's share of the total  acquisition
     costs, including the cost of the land was $505,225.
     
     Pursuant to the Partnership Agreement, Net Sale Proceeds may
     be  reinvested in additional properties until  a  date  five
     years  after the date on which the offer and sale  of  Units
     terminated.   This period expired on February 5,  1998.   In
     October,  1998,  the Managing General Partner  solicited  by
     mail  a  proxy  statement to propose  an  Amendment  to  the
     Limited   Partnership  Agreement  that   would   allow   the
     Partnership to reinvest the majority of net sale proceeds in
     additional properties.  The Amendment passed with a majority
     of Units voting in favor of the Amendment.
     

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(4)  Investments in Real Estate - (Continued)
     
     On  December  28,  1998, the Partnership purchased  a  60.0%
     interest  in a Tumbleweed restaurant in Columbus,  Ohio  for
     $823,496.   The  property is leased to  TWI  under  a  Lease
     Agreement with a primary term of 15 years and annual  rental
     payments of $83,102.
     
     In August, 1995, the lessee of the three Red Line Burger and
     two  Rally's  properties  filed for  reorganization.   After
     reviewing   the  operating  results  of  the   lessee,   the
     Partnership  agreed to amend the Leases of the  two  Rally's
     properties  and  one  Red Line Burger  property.   Effective
     December  1,  1995, the Leases were amended  to  reduce  the
     annual  base rent from $43,742 to $15,000 for each property.
     The  Partnership could receive additional rent in the future
     equal  to 6.75% of the amount by which gross receipts exceed
     $275,000.   In  1997, the reorganization plan confirmed  one
     Red  Line  Lease  and  rejected the other  two  Leases.   In
     addition, the plan allowed the Rally's properties to be sold
     and  on February 14, 1997, the Partnership received net sale
     proceeds  of  $500,000, which resulted  in  a  net  gain  of
     $16,092.   The lessee has agreed to pay certain pre-petition
     and  post-petition rents due of $152,868 and  other  related
     administrative  and  legal expenses.  However,  due  to  the
     uncertainty  of collection, the Partnership has not  accrued
     any of these amounts for financial reporting purposes.
     
     Due  to the rejection of the Leases, $82,563 of pre-petition
     and  post-petition rent related to the two  properties  will
     not be collected by the Partnership.  These amounts were not
     accrued  for financial reporting purposes.  The Partnership,
     in  the  fourth  quarter  of 1997, recorded  a  real  estate
     impairment on the three Red Line Burgers of $715,384,  which
     equaled the net book value of the properties at December 31,
     1997.   The  charge was recorded against  the  cost  of  the
     buildings and equipment.  In addition, in the second quarter
     of  1998,  the  Partnership elected to abandon  one  of  the
     properties   in  order  to  avoid  ongoing  expenses.    The
     Partnership  is  reviewing  its available  options  for  the
     remaining  Red  Line  Burger rejected in the  reorganization
     plan.
     
     On  December  21,  1995, the Partnership purchased  a  33.0%
     interest  in  a  Media Play retail store  in  Apple  Valley,
     Minnesota  for $1,389,367.  The property was leased  to  The
     Musicland Group, Inc. (MGI) under a Lease Agreement  with  a
     primary  term  of  18  years and annual rental  payments  of
     $135,482.
     
     In  December,  1996,  the Partnership  and  MGI  reached  an
     agreement in which MGI would buy out and terminate the Lease
     Agreement  by making a payment of $800,000, which was  equal
     to  approximately two years' rent.  The Partnership's  share
     of  such  payment  was $264,000.  Under the  Agreement,  MGI
     remained in possession of the property and performed all  of
     its  obligations  under  the  net  lease  agreement  through
     January  31, 1997 at which time it vacated the property  and
     made  it  available for re-let to another tenant.   MGI  was
     responsible for all maintenance and management costs of  the
     property  through  January 31, 1997  after  which  date  the
     Partnership  became responsible for its  share  of  expenses
     associated with the property until it is re-let or sold.   A
     specialist in commercial property leasing has been  retained
     to locate a new tenant for the property.
     

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(4)  Investments in Real Estate - (Continued)
     
     As  of  December  31, 1997, based on an analysis  of  market
     conditions in the area, it was determined the fair value  of
     the   Partnership's   interest  in  the   Media   Play   was
     approximately $726,000.  In the fourth quarter  of  1997,  a
     charge  to operations for real estate impairment of $595,100
     was  recognized,  which is the difference between  the  book
     value  at  December 31, 1997 of $1,321,100 and the estimated
     market  value of $726,000.  The charge was recorded  against
     the cost of the land, building and equipment.
     
     The   minimum  future  rentals  on  the  Leases  for   years
     subsequent to December 31, 1998 are as follows:

                       1999           $ 1,885,752
                       2000             1,920,855
                       2001             1,947,173
                       2002             1,984,655
                       2003             2,016,820
                       Thereafter      21,334,798
                                       -----------
                                      $31,090,053
                                       ===========
     
     There were no contingent rents recognized in 1998 or 1997.
     
(5)  Long-Term Notes Receivable -
     
     On July 26, 1995, the Partnership received a Promissory Note
     from Jackson Shaw Partners No. 51 Ltd. from the sale of  the
     Black-Eyed  Pea  restaurant in  Davie,  Florida.   The  Note
     requires forty-eight monthly principal and interest payments
     of  $15,025  with  a  balloon payment  for  the  outstanding
     principal and interest due September 1, 1999.  Interest  was
     charged  on  the Note at the rate of 10% on the  outstanding
     principal  balance.   The  Note was  secured  by  the  land,
     building  and  equipment.   As of  December  31,  1997,  the
     outstanding  principal due on the note was  $1,492,795.   On
     April  8,  1998,  the Partnership received  the  outstanding
     principal and accrued interest due on the Note.
     
     On  November 6, 1996, the Partnership received a  Promissory
     Note  from the sale of the Taco Cabana restaurant  in  Round
     Rock,  Texas, to an unrelated third party.  The Note  earned
     interest  at a 9% rate.  The Note was secured by  the  land,
     building  and equipment.  On March 27, 1997, the Partnership
     received the outstanding principal and accrued interest  due
     on the Note.
     
     
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997

(6)  Major Tenants -

     The following schedule presents rent revenue from individual
     tenants,   or  affiliated  groups  of  tenants,   who   each
     contributed more than ten percent of the Partnership's total
     rent revenue for the years ended December 31:
     
                                                    1998          1997
      Tenants                 Industry

     Garden Ridge L.P.            Retail         $  383,973     $  383,973
     Texas Taco Cabana L.P.       Restaurant        263,150        258,756
     WCM Oregon, L.L.C.           Restaurant        237,681        229,644
     Apple Investment
       Group, Inc.                Restaurant        168,910        162,234
     Gulf Coast Restaurants, Inc. Restaurant            N/A        156,002
                                                  ----------     ----------

     Aggregate rent revenue of major tenants     $1,053,714     $1,190,609
                                                  ==========     ==========

     Aggregate rent revenue of major tenants as
     a percentage of total rent revenue                  63%            82%
                                                  ==========     ==========

(7)  Partners' Capital -

     Cash  distributions of $16,790 and $16,967 were made to  the
     General Partners and $1,516,383 and $1,649,163 were made  to
     the  Limited Partners for the years ended December 31,  1998
     and 1997, respectively.  The Limited Partners' distributions
     represent  $72.47  and $78.51 per Limited  Partnership  Unit
     outstanding  using 20,923 and 21,005 weighted average  Units
     in 1998 and 1997, respectively.  The distributions represent
     $47.78 and $-0- per Unit of Net Income and $24.69 and $78.51
     per  Unit of return of contributed capital in 1998 and 1997,
     respectively.

     As  part  of  the  Limited  Partner distributions  discussed
     above, the Partnership distributed $219,894 and $244,558  of
     proceeds from property sales in 1998 and 1997, respectively.
     The  distributions  reduced the Limited  Partners'  Adjusted
     Capital Contributions.
     
     Distributions  of  Net  Cash Flow to  the  General  Partners
     during  1998  and  1997  were subordinated  to  the  Limited
     Partners  as  required in the Partnership Agreement.   As  a
     result,  99%  of distributions and income were allocated  to
     the Limited Partners and 1% to the General Partners.
     
                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(7)  Partners' Capital - (Continued)

     The  Partnership may acquire Units from Limited Partners who
     have tendered their Units to the Partnership. Such Units may
     be acquired at a discount.  The Partnership is not obligated
     to  purchase in any year more than 5% of the number of Units
     outstanding at the beginning of the year.  In no event shall
     the  Partnership be obligated to purchase Units if,  in  the
     sole  discretion  of  the  Managing  General  Partner,  such
     purchase  would  impair  the capital  or  operation  of  the
     Partnership.
     
     During  1998,  eight Limited Partners redeemed  a  total  of
     206.7 Partnership Units for $145,775 in accordance with  the
     Partnership Agreement.  The Partnership acquired these Units
     using  Net Cash Flow from operations.  In 1997, six  Limited
     Partners  redeemed  a  total of 40.6 Partnership  Units  for
     $30,614.   The  redemptions increase the  remaining  Limited
     Partners' ownership interest in the Partnership.
     
     After  the  effect of redemptions and the return of  capital
     from   the   sale   of   property,  the   Adjusted   Capital
     Contribution,  as defined in the Partnership  Agreement,  is
     $962.44 per original $1,000 invested.

                                
   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP

                  NOTES TO FINANCIAL STATEMENTS

                   DECEMBER 31, 1998 AND 1997
                                
(8)  Income Taxes -

     The   following  is  a  reconciliation  of  net  income  for
     financial reporting purposes to income reported for  federal
     income tax purposes for the years ended December 31:
     
                                                 1998           1997
     
     Net Income (Loss) for Financial
      Reporting Purposes                      $1,158,120     $ (113,581)
     
     Depreciation for Tax Purposes (Over)
      Under Depreciation for Financial
      Reporting Purposes                          (6,841)        25,180
     
     Amortization of Start-Up and
      Organization Costs                         (25,130)       (50,390)
     
     Income Accrued for Tax Purposes
      Under Income for Financial
      Reporting Purposes                               0        (94,352)
     
     Property Expenses for Tax Purposes
      Over Expenses for Financial
      Reporting Purposes                               0        (46,641)
     
     Real Estate Impairment Loss
      Not Recognized for Tax Purposes                  0      1,310,484
     
     Gain (Loss) on Sale of Real Estate for
      Tax Purposes Over Gain
      for Financial Reporting Purposes          (238,075)        16,052
                                               ----------     ----------
           Taxable Income to Partners         $  888,074     $1,046,752
                                               ==========     ==========

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                                
                   DECEMBER 31, 1998 AND 1997
                                
(8)  Income Taxes - (Continued)
     
     The  following is a reconciliation of Partners' capital  for
     financial  reporting purposes to Partners' capital  reported
     for federal income tax purposes for the years ended December
     31:
     
                                                 1998            1997
     
     Partners' Capital for
       Financial  Reporting Purposes          $14,918,246     $15,439,074
     
     Adjusted Tax Basis of Investments
      in Real Estate Over Net Investments
      in Real Estate for Financial
      Reporting Purposes                        1,050,950       1,295,866
     
     Capitalized Start-Up Costs
      Under Section 195                           258,641         258,641
     
     Amortization of Start-Up and
      Organization Costs                         (262,772)       (237,642)
     
     Organization and Syndication Costs
      Treated as Reduction of Capital
      For Financial Reporting Purposes          3,018,278       3,018,278
                                               -----------     -----------
           Partners' Capital for
               Tax  Reporting Purposes        $18,983,343     $19,774,217
                                               ===========     ===========

   AEI NET LEASE INCOME & GROWTH FUND XIX LIMITED PARTNERSHIP
                                
                  NOTES TO FINANCIAL STATEMENTS
                                
                   DECEMBER 31, 1998 AND 1997
                                
(9)  Fair Value of Financial Instruments -

     The estimated fair values of the financial instruments, none
     of  which are held for trading purposes, for the years ended
     December 31:
     
                                     1998                    1997
                             Carrying       Fair      Carrying      Fair
                              Amount        Value      Amount       Value
     
     Cash                 $      309    $      309    $      329   $      329
     Money Market Funds      884,246       884,246     1,612,846    1,612,846
                           ----------    ----------    ----------   ----------
       Total Cash and
         Cash Equivalents $  884,555    $  884,555    $1,613,175   $1,613,175
                           ==========    ==========    ==========   ==========
     
     Notes Receivable     $        0    $        0    $1,492,795   $1,492,795
                           ==========    ==========    ==========   ==========
     
     The  notes  receivable  carrying  amounts  approximate  fair
     value.
     

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
         ACCOUNTING AND FINANCIAL DISCLOSURE.

       None.


                            PART III
                                
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
        PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

        The  registrant  is  a  limited partnership  and  has  no
officers,  directors, or direct employees.  The General  Partners
of  the  registrant are Robert P. Johnson and AFM.   The  General
Partners  manage and control the Partnership's affairs  and  have
general  responsibility and the ultimate authority in all matters
affecting the Partnership's business.  The director and  officers
of AFM are as follows:

        Robert  P.  Johnson, age 54, is Chief Executive  Officer,
President  and  Director and has held these positions  since  the
formation  of  AFM in September, 1990, and has  been  elected  to
continue in these positions until December, 1999.  From  1970  to
the  present, he had been employed exclusively in the  investment
industry,  specializing  in  tax-advantaged  limited  partnership
investments.   In  that  capacity, he has been  involved  in  the
development,  analysis, marketing and management  of  public  and
private investment programs investing in net lease properties  as
well  as  public  and  private investment programs  investing  in
energy  development.   Since  1971,  Mr.  Johnson  has  been  the
president,  a  director  and  a  registered  principal   of   AEI
Securities, Inc. (formerly AEI Incorporated), which is registered
with  the  Securities  and Exchange Commission  as  a  securities
broker-dealer,  is  a  member  of  the  National  Association  of
Securities  Dealers, Inc. (NASD) and is a member of the  Security
Investors  Protection Corporation (SIPC).  Mr. Johnson  has  been
president, a director and the principal shareholder of  AEI  Fund
Management,  Inc.,  a real estate management company  founded  by
him,  since 1978.  Mr. Johnson is currently a general partner  or
principal  of  the  general partner in  seventeen  other  limited
partnerships.

        Mark  E.  Larson,  age 46, is Executive  Vice  President,
Treasurer  and  Chief  Financial  Officer  and  has  held   these
positions since the formation of AFM in September, 1990, and  has
been elected to continue in these positions until December, 1999.
In January, 1993, Mr. Larson was elected to serve as Secretary of
AFM  and will continue to serve until December, 1999.  Mr. Larson
has  been  employed by AEI Fund Management, Inc.  and  affiliated
entities  since  1985.  From 1979 to 1985, Mr.  Larson  was  with
Apache  Corporation as manager of Program Accounting  responsible
for  the  accounting  and  reports for  approximately  46  public
partnerships.   Mr.  Larson is responsible  for  supervising  the
accounting functions of AFM and the registrant.

ITEM 10.  EXECUTIVE COMPENSATION.

        The General Partner and affiliates are reimbursed at cost
for  all  services performed on behalf of the registrant and  for
all  third party expenses paid on behalf of the registrant.   The
cost for services performed on behalf of the registrant is actual
time  spent  performing such services plus  an  overhead  burden.
These  services include organizing the registrant  and  arranging
for  the  offer  and  sale  of Units,  reviewing  properties  for
acquisition and rendering administrative and management services.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
         MANAGEMENT.

       The following table sets forth information pertaining to
the ownership of the Units by each person known by the
Partnership to beneficially own 5% or more of the Units, by each
General Partner, and by each officer or director of the Managing
General Partner as of February 28, 1999:

     Name and Address                         Number of         Percent
   of Beneficial Owner                        Units Held        of Class

   AEI Fund Management XIX, Inc.                   0                0%
   1300 Minnesota World Trade Center
   30 East 7th Street, St. Paul, Minnesota 55101

   Robert P. Johnson                               0                0%
   1300 Minnesota World Trade Center
   30 East 7th Street, St. Paul, Minnesota 55101

   Mark E. Larson                                  0                0%
   1300 Minnesota World Trade Center
   30 East 7th Street, St. Paul, Minnesota 55101
   
The  General Partners know of no holders of more than 5%  of  the
outstanding Units.

ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

        The  registrant,  AFM  and  its  affiliates  have  common
management and utilize the same facilities.  As a result, certain
administrative  expenses  are  allocated  among   these   related
entities.   All  of  such activities and any  other  transactions
involving the affiliates of the General Partner of the registrant
are  governed  by,  and  are conducted in  conformity  with,  the
limitations set forth in the Limited Partnership Agreement of the
registrant.

        The following table sets forth the forms of compensation,
distributions  and cost reimbursements paid by the registrant  to
the  General Partners or their Affiliates in connection with  the
operation  of  the Fund and its properties for  the  period  from
inception through December 31, 1998.

 Person or Entity                                    Amount Incurred From
   Receiving                 Form and Method    Inception (September 14, 1990)
 Compensation                of Compensation         To December 31, 1998

AEI Securities, Inc.  Selling Commissions equal to 7%       $2,115,193
(formerly AEI         of proceeds plus a 3% nonaccountable 
 Incorporated)        expense allowance, most of which was
                      reallowed to Participating Dealers.

General Partners and  Reimbursement at Cost for other       $  903,786
Affiliates            Organization and Offering Costs.

General Partners and  Reimbursement at Cost for all         $  561,347
Affiliates            Acquisition Expenses


ITEM   12.    CERTAIN  RELATIONSHIPS  AND  RELATED  TRANSACTIONS.
(Continued)

 Person or Entity                                    Amount Incurred From
   Receiving                 Form and Method    Inception (September 14, 1990)
 Compensation                of Compensation         To December 31, 1998


General Partners      1% of Net Cash Flow in any fiscal     $  112,889
                      year until the Limited Partners have
                      received annual, non-cumulative
                      distributions of Net Cash Flow equal
                      to 10% of their Adjusted Capital
                      Contributions and 10% of any remaining
                      Net Cash Flow in such fiscal year.

General Partners and  Reimbursement at Cost for all         $1,891,548
Affiliates            Administrative Expenses attributable 
                      to the Fund, including all expenses
                      related to management and disposition
                      of the Fund's properties and all other
                      transfer agency, reporting, partner
                      relations   and   other administrative
                      functions.

General Partners      1% of distributions of Net Proceeds   $   11,758
                      of Sale until Limited Partners have
                      received an amount equal to(a) their
                      Adjusted Capital Contributions,  plus
                      (b) an amount equal to 12% of their
                      Adjusted Capital Contributions per
                      annum, cumulative but not compounded,
                      to  the  extent  not   previously
                      distributed. 10% of  distributions of
                      Net Proceeds  of  Sale there-after.

        The  limitations  included in the  Partnership  Agreement
require   that  the  cumulative  reimbursements  to  the  General
Partners  and  their affiliates for administrative  expenses  not
allowed under the NASAA Guidelines ("Guidelines") will not exceed
the  sum of (i) the front-end fees allowed by the Guidelines less
the  front-end fees paid, (ii) the cumulative property management
fees  allowed  but  not  paid, (iii) any real  estate  commission
allowed under the Guidelines, and (iv) 10% of Net Cash Flow  less
the  Net Cash Flow actually distributed.  The reimbursements  not
allowed  under  the  Guidelines include  a  controlling  person's
salary  and  fringe  benefits,  rent  and  depreciation.   As  of
December  31, 1998, the cumulative reimbursements to the  General
Partners and their affiliates did not exceed these amounts.


                             PART IV

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A.

          A.   Exhibits -
                                 Description

              3.1    Certificate  of   Limited
                     Partnership  (incorporated by  reference  to
                     Exhibit     3.1    of    the    registrant's
                     Registration  Statement on Form  S-11  filed
                     with  the  Commission on  October  10,  1990
                     [File No. 33-37239]).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                   Description

              3.2    Limited    Partnership
                     Agreement  (incorporated  by  reference   to
                     Exhibit     3.2    of    the    registrant's
                     Registration  Statement on Form  S-11  filed
                     with  the  Commission on  October  10,  1990
                     [File No. 33-37239]).

              10.1   Net  Lease Agreement  dated
                     March  16, 1992 between the Partnership  and
                     Taco  Cabana, Inc. relating to the  property
                     at  6040  Bandera Road, San  Antonio,  Texas
                     (incorporated by reference to  Exhibit  10.1
                     of  Post-Effective Amendment No.  1  to  the
                     registrant's Registration Statement on  Form
                     S-11  filed with the Commission on June  15,
                     1992 [File No. 33-37239]).

              10.2   Net  Lease Agreement  dated
                     July  31,  1991 between the Partnership  and
                     Taco  Cabana, Inc. relating to the  property
                     at  700  North  Loop West  IH-610,  Houston,
                     Texas  (incorporated by reference to Exhibit
                     10.2  of Post-Effective Amendment No.  1  to
                     the  registrant's Registration Statement  on
                     Form  S-11 filed with the Commission on June
                     15, 1992 [File No. 33-37239]).

              10.3   Net  Lease Agreement  dated
                     May  1,  1992  between the  Partnership  and
                     Taco  Cabana, Inc. relating to the  property
                     at   825  South  6th  Street,  Waco,   Texas
                     (incorporated by reference to  Exhibit  10.3
                     of  Post-Effective Amendment No.  1  to  the
                     registrant's Registration Statement on  Form
                     S-11  filed with the Commission on June  15,
                     1992 [File No. 33-37239]).

              10.4   Net  Lease Agreement  dated
                     December  22,  1992 between the  Partnership
                     and  RCI West, Inc. relating to the property
                     at  East  Iliff Avenue and Blackhawk Street,
                     Aurora,  Colorado (incorporated by reference
                     to  Exhibit 10.6 of Form 10-K filed with the
                     Commission on March 29, 1993).

              10.5   Co-Tenancy Agreement  dated
                     December  30,  1992 between the  Partnership
                     and  Bruce R. Logan relating to the property
                     at  East  Iliff Avenue and Blackhawk Street,
                     Aurora,  Colorado (incorporated by reference
                     to  Exhibit 10.7 of Form 10-K filed with the
                     Commission on March 29, 1993).

              10.6   Co-Tenancy Agreement  dated
                     January  28,  1993 between  the  Partnership
                     and   Frederick  G.  and  Nicole  A.   Hamer
                     relating  to  the  property  at  East  Iliff
                     Avenue   and   Blackhawk   Street,   Aurora,
                     Colorado   (incorporated  by  reference   to
                     Exhibit  10.8  of Form 10-K filed  with  the
                     Commission on March 29, 1993).

              10.7   Net  Lease Agreement  dated
                     April  2,  1993 between the Partnership  and
                     Red  Line  Burgers,  Inc.  relating  to  the
                     property   at  4989  Ayers  Street,   Corpus
                     Christi,  Texas. (incorporated by  reference
                     to  Exhibit  10.17 of Form 10-K  filed  with
                     the Commission on March 29, 1994)

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                     Description

              10.8   Net  Lease Agreement  dated
                     April  14, 1993 between the Partnership  and
                     Apple  Partners Limited Partnership relating
                     to  the  property  at  9041-E  Watson  Road,
                     Crestwood,    Missouri   (incorporated    by
                     reference  to  Exhibit 10.18  of  Form  10-K
                     filed  with  the  Commission  on  March  29,
                     1994).

              10.9   Co-Tenancy Agreement  dated
                     April  29, 1993 between the Partnership  and
                     Charles Kimball relating to the property  at
                     825    South   6th   Street,   Waco,   Texas
                     (incorporated by reference to Exhibit  10.19
                     of  Form  10-K filed with the Commission  on
                     March 29, 1994).

              10.10  Net  Lease  Agreement
                     dated  June 15, 1993 between the Partnership
                     and  Thomas and King, Inc. relating  to  the
                     property  at Turkeyfoot at I-275,  Crestview
                     Hills,  Kentucky (incorporated by  reference
                     to  Exhibit  10.20 of Form 10-K  filed  with
                     the Commission on March 29, 1994).

              10.11  Net  Lease  Agreement
                     dated  June 16, 1993 between the Partnership
                     and  JB's Restaurants, Inc. relating to  the
                     property  at 330 South Wilmot Road,  Tucson,
                     Arizona   (incorporated  by   reference   to
                     Exhibit  10.21 of Form 10-K filed  with  the
                     Commission on March 29, 1994).

              10.12  Net  Lease  Agreement
                     dated  June 23, 1993 between the Partnership
                     and  GC  Covington,  Inc.  relating  to  the
                     property   at   Highway   190   and    I-12,
                     Covington,   Louisiana   (incorporated    by
                     reference  to  Exhibit 10.22  of  Form  10-K
                     filed  with  the  Commission  on  March  29,
                     1994).

              10.13  Net  Lease  Agreement
                     dated   September  30,  1993   between   the
                     Partnership  and Casual Restaurant  Concepts
                     II,   Inc.  relating  to  the  property   at
                     Terrace  Walk  Shopping Plaza,  56th  Street
                     and  Fowler Avenue, Temple Terrace,  Florida
                     (incorporated by reference to Exhibit  10.28
                     of  Form  10-K filed with the Commission  on
                     March 29, 1994).

              10.14  Net  Lease  Agreement
                     dated   December   2,   1993   between   the
                     Partnership   and  Apple  Partners   Limited
                     Partnership  relating  to  the  property  at
                     1220  N.W.  185th Avenue, Beaverton,  Oregon
                     (incorporated by reference to Exhibit  10.31
                     of  Form  10-K filed with the Commission  on
                     March 29, 1994).

              10.15  Co-Tenancy  Agreement
                     dated   January   11,   1994   between   the
                     Partnership  and  the  Lee  Revocable  Trust
                     relating  to  the property at  Terrace  Walk
                     Shopping  Plaza,  56th  Street  and   Fowler
                     Avenue,      Temple     Terrace,     Florida
                     (incorporated by reference to Exhibit  10.32
                     of  Form  10-K filed with the Commission  on
                     March 29, 1994).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                 Description

              10.16  Co-Tenancy  Agreement
                     dated    March   31,   1994   between    the
                     Partnership  and  Robert E. Miller  relating
                     to  the property at 5779 East Fowler Avenue,
                     Temple  Terrace,  Florida  (incorporated  by
                     reference  to Exhibit 10.30 of  Form  10-KSB
                     filed  with  the  Commission  on  March  30,
                     1995).

              10.17  Amendment to Co-Tenancy
                     Agreement  dated April 8, 1994  between  the
                     Partnership  and Bruce R. Logan relating  to
                     the   property  at  East  Iliff  Avenue  and
                     Blackhawk    Street,    Aurora,     Colorado
                     (incorporated by reference to Exhibit  10.31
                     of  Form 10-KSB filed with the Commission on
                     March 30, 1995).

              10.18  Net  Lease  Agreement
                     dated    April   28,   1994   between    the
                     Partnership  and  Apple  Investment   Group,
                     Inc.   relating  to  the  property  at  Bear
                     Valley  Road  and Apple Valley  Road,  Apple
                     Valley,    California    (incorporated    by
                     reference  to Exhibit 10.33 of  Form  10-KSB
                     filed  with  the  Commission  on  March  30,
                     1995).

              10.19  Co-Tenancy  Agreement
                     dated  May  25, 1994 between the Partnership
                     and   the  Tilson  Trust  relating  to   the
                     property  at 30 Crestview Hills  Mall  Road,
                     Crestview  Hills, Kentucky (incorporated  by
                     reference  to Exhibit 10.36 of  Form  10-KSB
                     filed  with  the  Commission  on  March  30,
                     1995).

              10.20  Co-Tenancy  Agreement
                     dated  June 27, 1994 between the Partnership
                     and  Bruce R. Logan relating to the property
                     at   825  South  6th  Street,  Waco,   Texas
                     (incorporated by reference to Exhibit  10.40
                     of  Form 10-KSB filed with the Commission on
                     March 30, 1995).

              10.21  Co-Tenancy  Agreement
                     dated  July  7, 1994 between the Partnership
                     and  Richard Bagot relating to the  property
                     at   825  South  6th  Street,  Waco,   Texas
                     (incorporated by reference to Exhibit  10.43
                     of  Form 10-KSB filed with the Commission on
                     March 30, 1995).

              10.22  Co-Tenancy  Agreement
                     dated  July 15, 1994 between the Partnership
                     and  Richard Bagot relating to the  property
                     at  30  Crestview Hills Mall Road, Crestview
                     Hills,  Kentucky (incorporated by  reference
                     to  Exhibit 10.44 of Form 10-KSB filed  with
                     the Commission on March 30, 1995).

              10.23  Co-Tenancy  Agreement
                     dated   September   9,  1994   between   the
                     Partnership  and Patricia J. Grant  relating
                     to  the  property at East Iliff  Avenue  and
                     Blackhawk    Street,    Aurora,     Colorado
                     (incorporated by reference to Exhibit  10.48
                     of  Form 10-KSB filed with the Commission on
                     March 30, 1995).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                 Description

              10.24  Co-Tenancy  Agreement
                     dated   September   9,  1994   between   the
                     Partnership  and  The Potloff  Living  Trust
                     relating  to  the property at  30  Crestview
                     Hills  Mall Road, Crestview Hills,  Kentucky
                     (incorporated by reference to Exhibit  10.49
                     of  Form 10-KSB filed with the Commission on
                     March 30, 1995).

              10.25  Co-Tenancy  Agreement
                     dated   January   12,   1994   between   the
                     Partnership and the William W. and  Jean  E.
                     Herich   Family   Trust  relating   to   the
                     property  at  825  South 6th  Street,  Waco,
                     Texas  (incorporated by reference to Exhibit
                     10.52   of   Form  10-KSB  filed  with   the
                     Commission on March 30, 1995).

              10.26  Property  Co-Tenancy
                     Ownership  Agreement dated  March  31,  1995
                     between  the Partnership and The William  W.
                     and Jean E. Herich Family Trust relating  to
                     the   property  at  East  Iliff  Avenue  and
                     Blackhawk    Street,    Aurora,     Colorado
                     (incorporated by reference to Exhibit  10.49
                     of  Form 10-KSB filed with the Commission on
                     March 21, 1996).

              10.27  Property  Co-Tenancy
                     Ownership  Agreement  dated  June  15,  1995
                     between   the  Partnership  and   Scott   L.
                     Skogman  relating  to the property  at  East
                     Iliff  Avenue and Blackhawk Street,  Aurora,
                     Colorado   (incorporated  by  reference   to
                     Exhibit 10.54 of Form 10-KSB filed with  the
                     Commission on March 21, 1996).

              10.28  Property  Co-Tenancy
                     Ownership  Agreement  dated  June  16,  1995
                     between   the  Partnership  and   Scott   L.
                     Skogman  relating  to the  property  at  825
                     South  6th Street, Waco, Texas (incorporated
                     by   reference  to  Exhibit  10.55  of  Form
                     10-KSB  filed with the Commission  on  March
                     21, 1996).

              10.29  Property  Co-Tenancy
                     Ownership  Agreement  dated  June  16,  1995
                     between the Partnership and Frank P.  Scalzo
                     relating  to  the  property  at  East  Iliff
                     Avenue   and   Blackhawk   Street,   Aurora,
                     Colorado   (incorporated  by  reference   to
                     Exhibit 10.56 of Form 10-KSB filed with  the
                     Commission on March 21, 1996).

              10.30  Property  Co-Tenancy
                     Ownership  Agreement  dated  July  14,  1995
                     between  the  Partnership and Menzel  Polzin
                     Partners  relating  to the  property  at  30
                     Crestview Hills Mall Road, Crestview  Hills,
                     Kentucky   (incorporated  by  reference   to
                     Exhibit 10.58 of Form 10-KSB filed with  the
                     Commission on March 21, 1996).

              10.31  Property  Co-Tenancy
                     Ownership  Agreement  dated  September   28,
                     1995  between  the Partnership and  Patricia
                     S.  Marshall  relating to  the  property  at
                     Terrace  Walk  Shopping Plaza,  56th  Street
                     and  Fowler Avenue, Temple Terrace,  Florida
                     (incorporated by reference to Exhibit  10.61
                     of  Form 10-KSB filed with the Commission on
                     March 21, 1996).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                Description

              10.32  Property  Co-Tenancy
                     Ownership Agreement dated December  7,  1995
                     between the Partnership and The Joan  Koller
                     Trust  relating to the property  at  Terrace
                     Walk  Shopping Plaza, 56th Street and Fowler
                     Avenue,      Temple     Terrace,     Florida
                     (incorporated by reference to Exhibit  10.66
                     of  Form 10-KSB filed with the Commission on
                     March 21, 1996).

              10.33  Property  Co-Tenancy
                     Ownership Agreement dated December  8,  1995
                     between the Partnership and The Joan  Koller
                     Trust   relating  to  the  property  at   30
                     Crestview Hills Mall Road, Crestview  Hills,
                     Kentucky   (incorporated  by  reference   to
                     Exhibit 10.67 of Form 10-KSB filed with  the
                     Commission on March 21, 1996).

              10.34  Property  Co-Tenancy
                     Ownership Agreement dated December  8,  1995
                     between  the  Partnership and The  Nicoletta
                     Trust   relating  to  the  property  at   30
                     Crestview Hills Mall Road, Crestview  Hills,
                     Kentucky   (incorporated  by  reference   to
                     Exhibit 10.68 of Form 10-KSB filed with  the
                     Commission on March 21, 1996).

              10.35  Net  Lease  Agreement
                     dated  August 2, 1995, between  TKC  X,  LLC
                     and  Garden  Ridge,  Inc.  relating  to  the
                     property  at  11415 Carolina Place  Parkway,
                     Pineville,  North Carolina (incorporated  by
                     reference to Exhibit 10.1 of Form 8-K  filed
                     with the Commission on April 10, 1996).

              10.36  First  Amendment   to
                     Lease  Agreement dated March 1, 1996 between
                     TKC  X,  LLC and Garden Ridge, L.P. relating
                     to  the  property  at 11415  Carolina  Place
                     Parkway,     Pineville,    North    Carolina
                     (incorporated by reference to  Exhibit  10.3
                     of  Form  8-K  filed with the Commission  on
                     April 10, 1996).

              10.37  Assignment    and
                     Assumption  of  Lease dated March  28,  1996
                     between   the  Partnership,  AEI  Income   &
                     Growth  Fund  XXI  Limited Partnership,  AEI
                     Net  Lease  Income & Growth Fund XX  Limited
                     Partnership, and TKC X, LLC relating to  the
                     property  at  11415 Carolina Place  Parkway,
                     Pineville,  North Carolina (incorporated  by
                     reference to Exhibit 10.4 of Form 8-K  filed
                     with the Commission on April 10, 1996).

              10.38  Property  Co-Tenancy
                     Ownership  Agreement  dated  April  5,  1996
                     between the Partnership, Larry Z. White  and
                     Mary  J.  White relating to the property  at
                     330   South  Wilmot  Road,  Tucson,  Arizona
                     (incorporated by reference to  Exhibit  10.2
                     of  Form 10-QSB filed with the Commission on
                     May 13, 1996).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                               Description

              10.39  Property  Co-Tenancy
                     Ownership  Agreement dated  April  26,  1996
                     between    the    Partnership    and     the
                     Gummersheimer Living Trust relating  to  the
                     property  at 30 Crestview Hills  Mall  Road,
                     Crestview  Hills, Kentucky (incorporated  by
                     reference  to  Exhibit 10.4 of  Form  10-QSB
                     filed with the Commission on May 13, 1996).

              10.40  Property  Co-Tenancy
                     Ownership  Agreement  dated  May  15,   1996
                     between   the   Partnership   and   Marshall
                     Kilduff  relating  to  the  property  at  30
                     Crestview Hills Mall Road, Crestview  Hills,
                     Kentucky   (incorporated  by  reference   to
                     Exhibit  10.2 of Form 10-QSB filed with  the
                     Commission on August 12, 1996).

              10.41  Property  Co-Tenancy
                     Ownership  Agreement  dated  June  7,   1996
                     between   the  Partnership  and   Janet   Y.
                     Thompson   relating  to  the   property   at
                     Terrace  Walk  Shopping Plaza,  56th  Street
                     and  Fowler Avenue, Temple Terrace,  Florida
                     (incorporated by reference to  Exhibit  10.4
                     of  Form 10-QSB filed with the Commission on
                     August 12, 1996).

              10.42  Property  Co-Tenancy
                     Ownership Agreement dated October  17,  1996
                     between  the Partnership and Mark A.  Benson
                     Living Trust relating to the property at  30
                     Crestview Hills Mall Road, Crestview  Hills,
                     Kentucky   (incorporated  by  reference   to
                     Exhibit  10.2 of Form 10-QSB filed with  the
                     Commission on November 14, 1996).

              10.43  Property  Co-Tenancy
                     Agreement  dated November 15,  1996  between
                     the  Partnership and Teresa E.  and  William
                     H.  Balster  relating  to  the  property  at
                     Terrace  Walk  Shopping Plaza,  56th  Street
                     and  Fowler Avenue, Temple Terrace,  Florida
                     (incorporated by reference to Exhibit  10.91
                     of  Form 10-KSB filed with the Commission on
                     March 26, 1997).

              10.44  Property  Co-Tenancy
                     Ownership  Agreement dated January  2,  1997
                     between  the  Partnership  and  William   E.
                     Mason  and  Hazel  Mason  relating  to   the
                     property  at  Terrace Walk  Shopping  Plaza,
                     56th   Street  and  Fowler  Avenue,   Temple
                     Terrace,  Florida (incorporated by reference
                     to  Exhibit 10.93 of Form 10-KSB filed  with
                     the Commission on March 26, 1997).

              10.45  Promissory  Note  and
                     Construction Loan Agreement dated  June  27,
                     1997  between the Partnership and Party City
                     of  Atlanta,  Inc. relating to the  property
                     at  679  Dawsonville  Highway,  Gainesville,
                     Georgia   (incorporated  by   reference   to
                     Exhibit  10.1 of Form 10-QSB filed with  the
                     Commission on August 5, 1997).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -

                                Description

              10.46  Net  Lease  Agreement
                     dated   December   18,  1997   between   the
                     Partnership and Party City of Atlanta,  Inc.
                     relating  to the property at 679 Dawsonville
                     Highway,  Gainesville, Georgia (incorporated
                     by  reference to Exhibit 10.60 of  Form  10-
                     KSB  filed with the Commission on March  23,
                     1998).

              10.47  Development  Financing
                     Agreement  dated December 23,  1997  between
                     the  Partnership, AEI Real  Estate  Fund  XV
                     Limited  Partnership, AEI Real  Estate  Fund
                     XVIII  Limited Partnership, AEI Real  Estate
                     Fund  XVII  Limited Partnership and  Champps
                     Entertainment,   Inc.   relating   to    the
                     property at 301 West Big Beaver Road,  Troy,
                     Michigan   (incorporated  by  reference   to
                     Exhibit 10.61 of Form 10-KSB filed with  the
                     Commission on March 23, 1998).

              10.48  Net  Lease  Agreement
                     dated   December   23,  1997   between   the
                     Partnership,   AEI  Real  Estate   Fund   XV
                     Limited  Partnership, AEI Real  Estate  Fund
                     XVIII  Limited Partnership, AEI Real  Estate
                     Fund  XVII  Limited Partnership and  Champps
                     Entertainment,   Inc.   relating   to    the
                     property at 301 West Big Beaver Road,  Troy,
                     Michigan   (incorporated  by  reference   to
                     Exhibit 10.62 of Form 10-KSB filed with  the
                     Commission on March 23, 1998).

              10.49  Assignment     of
                     Development     Financing    and     Leasing
                     Commitment  dated January 26,  1998  between
                     the  Partnership  and AEI  Fund  Management,
                     Inc.  relating to the property at 1150 North
                     Bridge     Street,     Chillicothe,     Ohio
                     (incorporated by reference to Exhibit  10.63
                     of  Form 10-KSB filed with the Commission on
                     March 23, 1998).

              10.50  Development  Financing  Agreement
                     dated    April   13,   1998   between    the
                     Partnership,  AEI  Real  Estate  Fund  XVIII
                     Limited Partnership, Robert P. Johnson,  and
                     Tumbleweed, LLC relating to the property  at
                     1150  North Bridge Street, Chillicothe, Ohio
                     (incorporated by reference to  Exhibit  10.1
                     of  Form 10-QSB filed with the Commission on
                     May 12, 1998).

              10.51  Net  Lease Agreement dated  April
                     13,  1998 between the Partnership, AEI  Real
                     Estate   Fund   XVIII  Limited  Partnership,
                     Robert  P.  Johnson,  and  Tumbleweed,   LLC
                     relating  to  the  property  at  1150  North
                     Bridge     Street,     Chillicothe,     Ohio
                     (incorporated by reference to  Exhibit  10.2
                     of  Form 10-QSB filed with the Commission on
                     May 12, 1998).

ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K AND 8-K/A. (Continued)

          A.   Exhibits -
                                 Description

              10.52  First  Amendment  to  Net  Lease
                     Agreement  dated September 3,  1998  between
                     the  Partnership, AEI Real Estate Fund  XVII
                     Limited  Partnership, AEI Real  Estate  Fund
                     XVIII  Limited Partnership, AEI Real  Estate
                     Fund  XV  Limited  Partnership  and  Champps
                     Entertainment,   Inc.   relating   to    the
                     property at 301 West Big Beaver Road,  Troy,
                     Michigan   (incorporated  by  reference   to
                     Exhibit  10.1 of Form 10-QSB filed with  the
                     Commission on November 9, 1998).

              10.53  First Amendment to  Net
                     Lease  Agreement  dated  November  20,  1998
                     between  the  Partnership, AEI  Real  Estate
                     Fund  XVIII Limited Partnership,  Robert  P.
                     Johnson and Tumbleweed, LLC relating to  the
                     property   at  1150  North  Bridge   Street,
                     Chillicothe, Ohio.

              10.54  Purchase Agreement  for
                     Fee    Simple    Undivided   Interest    and
                     Assignment  of  Net  Lease  Agreement  dated
                     December  28,  1998 between the  Partnership
                     and  AEI  Real  Estate  Fund  XVIII  Limited
                     Partnership  relating  to  the  property  at
                     6959 East Broad Street, Columbus, Ohio.

              10.55  First Amendment to  Net
                     Lease  Agreement  dated  December  28,  1998
                     between  the  Partnership, AEI  Real  Estate
                     Fund    XVIII   Limited   Partnership    and
                     Tumbleweed, LLC relating to the property  at
                     6959 East Broad Street, Columbus, Ohio.

              27     Financial Data Schedule for
                     period ended December 31, 1998.

               B.    Reports on Form 8-K and 8-K/A  None.


                           SIGNATURES

       Pursuant to the requirements of Section 13 or 15(d) of the
Securities  Exchange Act of 1934, the registrant has duly  caused
this  report  to  be  signed on its behalf  by  the  undersigned,
thereunto duly authorized.


                           AEI NET LEASE INCOME & GROWTH FUND XIX
                           Limited Partnership
                           By: AEI Fund Management XIX, Inc.
                           Its Managing General Partner



March 12, 1999             By: /s/ Robert P. Johnson
                                   Robert P. Johnson, President  and
                                   Director
                                   (Principal Executive Officer)


        Pursuant  to the requirements of the Securities  Exchange
Act  of  1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and  on
the dates indicated.

 Name                                Title                         Date


/s/ Robert P. Johnson  President (Principal Executive Officer)  March 12, 1999
    Robert P. Johnson  and Sole Director of Managing General
                       Partner

/s/ Mark E. Larson     Executive Vice President, Treasurer      March 12, 1999
    Mark E. Larson     and Chief Financial Officer
                       (Principal Accounting Officer)